The Son of Iron Man
by Doragonsureiya
Summary: Tony Stark and the Avengers grow old and weary. Soon will be the day when the world can no longer rely on them to protect it, but before that day comes the Avengers have a plan: to teach the next generation how to follow their footsteps and become superheroes themselves. Follow Toby Stark, the son of Iron Man, as he learns to control the power he is gifted and save us all.
1. Chapter 1: The New Generation

**The Son of Iron Man**

**Right, I know it's been a while since I've written anything, but I'm Back in Black from the Highway to Hell. I will Shoot to Thrill while spilling Whiskey on the Rocks. You guys are going to be Thunderstruck by this new story. OK, I'll stop making AC/DC references now.**

**Anyway, this will follow the inevitable time when Tony Stark hangs up the suit and passes on his legacy to his son, Toby (because that's a super-clever name). Now Toby Stark must master the new suit his father helped him build while managing his school life and trying not to let his friends slip away from him. And on top of it all, Tony Stark's enemies – as well as some of Toby's own – are content to destroy Iron Man no matter who is in the suit.**

**It's a good job Toby's best friend – Ben Parker, the Amazing Spider-Boy – is there to help.**

**One quick note about language: while Toby and the others are indeed American, I am English and therefore they will call mothers 'mum' and so on. It's just easier for me. So, if it helps, just imagine they're saying 'mom.'**

* * *

**Chapter One: The New Generation**

An unceasing buzzing forced open the blue eyes of the sleeping boy. With a yawn, he sat up slowly and looked at the glowing green numbers on the clock. He pressed the button which silenced the machine and crossed the room to his wardrobe, where he picked out a black AC/DC shirt and jeans for the day.

Downstairs, the boy walked into the living room of Stark Tower and was greeted by his mother, Pepper Potts-Stark.

"Morning, Toby," Pepper called to her son as she sat at the bar, reading a magazine and sipping from a drink.

"Morning, mum. Where are dad and the other Avengers?" Toby Stark asked, looking first around the room and then out of the panoramic glass walls to see New York City bustling about its business.

"Your father got a call earlier this morning about some villain. Nothing he and the others can't handle," Pepper told him.

"Huh. You know when he'll be back?" Toby asked, unfazed by the thought of his father going off to fight who knows what. It was, after all, a common occurrence.

"Well, the last I heard he was in Spain. Perhaps tomorrow?" Pepper suggested. "I really don't know. Hey, ready for school?"

"I think the real question is whether school is ready for me. Did I tell you about IT yesterday?" Toby asked.

"When you corrected the teacher so many times he let you take over?"

"That's the one. I don't think he thought I'd actually do it, but everyone said I taught better than he did," Toby said with a smug grin.

"Well, don't let that go to your head. You're a smart boy, but no one likes a show-off," Pepper said half-jokingly.

"Clearly that's not true; you married dad, didn't you?" Toby chuckled, his mother joining in.

"Wow, look at the time!" Pepper exclaimed as she glanced at the clock. "Get some breakfast; there's toast on the table or cereal in the cupboard."

"Right. Wouldn't want to be late for teaching the teachers," Toby quipped as he turned away from the window and crossed to the dining table.

Half an hour later, Toby found himself in tutor period with his friend Benjamin Parker at Midtown High School. They got along well because they were both intelligent young men with genius fathers.

"So, Toby, I heard your dad's out of town," Ben said.

"Yep. He's out with the Avengers, fighting some bad guy or another. What about yours?" Toby asked.

"Shh! Not here!" Ben shushed him.

"Right, sorry," Toby said, lowering his voice.

"It's fine. Just save it for the next time I'm round the Tower," Ben said.

"Yeah. What's our first lesson, again?" Toby asked, trying to change the subject.

"IT again," Ben answered. "Should be interesting, if yesterday is anything to go by."

"Yeah, I wonder if Mr Farnett will even bother trying to teach us today, or whether he'll just hand the class straight over to me," Toby laughed.

"Personally, I'd rather learn from the best. And by that I mean the second option," Ben said.

"Well, we'd better go. Don't want to be late to class," Toby said as the bell rang. He stood up and put on his backpack before walking with Ben to their IT class.

"Now," said Mr Farnett as his class sat in front of him at their desks. "To create a pull-down list in Access you go to Design View, and then…"

"I know all this already," Toby whispered to Ben.

"I know, right?" Ben agreed. "Why don't they ever teach us anything useful?"

"Toby Stark! Ben Parker!" Mr Farnett suddenly exclaimed. "I trust what you're talking about is suitable for the whole class to hear?"

"Certainly, sir," Toby said with a wink at Ben, who rolled his eyes.

"Here we go again," Ben sighed.

"Good, then would you like to share it?" Mr Farnett asked.

"If you want me to, but don't come crying to me when the Principal comes and replaces you with me," Toby said, eliciting a dagger-like stare from his teacher. He then stood up and moved to the front of the class. "I was just saying to Ben that there are more useful things we could learn in this lesson than how to make a database. Don't we all pretty much know this stuff?" The class nodded in agreement. "Why don't we learn how to, say, set up a server? Operate an AI program? My dad's figured out all this stuff by himself, but now we have this knowledge why don't we pass it on for a smarter America? For a better future?" The class was silent, admiring Toby's grit in challenging Mr Farnett.

"Kids this age are too young to learn such things," Mr Farnett said.

"I learned when I was twelve. We're all sixteen here; we'll be out in the world of work in only a few years, and some of us will be technicians, and engineers. How many technicians do you meet who don't know how to establish a secure server?" Toby challenged. "Let's ask the class, shall we? Hands up who wants to put pull-down lists into databases?" One hand flew upward. "And who wants to create a server?" A few hands went up, but not many. "What about creating a holographic virtual reality program?" All the hands, even those that had already gone up, were raised. "So, Mr Farnett, would you like to take over?" Toby asked the teacher, who stared dumbfounded around the room. "I thought not."

An hour later, Toby found himself in the principal's office.

"So, you took over Mr Farnett's class, threw out the syllabus and taught a group of High School students how to create a… virtual reality room?" the principal demanded.

"Well, I tried," Toby corrected him. "But it went way over their heads."

"I still don't believe you even tried. And from what I heard, you remained accurate," the principal said incredulously.

"Well, I'm Toby Stark," the boy said with a winning smile.

"Let's see what Tony Stark thinks of what you did today," the principal said, dialling a number into his phone.

"Yes, you go ahead and bother Iron Man while he's trying to save the world. Great plan," Toby said sarcastically.

"Oh. Well then, let's see what your mother thinks," the Principal said, redialling a different number. He then proceeded to explain over the phone what had happened to Pepper. Afterward, there was silence, and then Toby heard faint laughter on the other end.

"I'm sorry!" Pepper said, breathless with laughter. "He did what?!"

"He taught a High School class how to create a virtual reality room," the principal repeated. Pepper laughed again.

"Did he succeed?" she asked.

"No, but he did create a working miniature," the principal said.

"Very impressive!"

"Impressive?!" the principal exclaimed. "It's rebellious! He took over a classroom and disrespected the school syllabus! Mr Farnett has actually handed in his official resignation!"

"Well, what do you expect me to do? Students come to your school to learn, and if teachers can't help with that then why shouldn't Toby?"

"Mum's right," Toby agreed. "An educational facility that fears education? Historically not awesome."

"You stay out of this; your mother and I are discussing how to discipline you," the principal said to Toby. "I'm sorry, Mrs. Stark, you were saying?" But Pepper was gone. "Get back to class," the principal sighed. "But know this isn't over."

"It never will be…" Toby sighed to himself.

* * *

After a long day at school, Toby returned home to Stark Tower.

"Hey, mum!" Toby called out to the living room.

"Hello, Toby!" Pepper called back.

"Thanks for earlier," Toby said as he swung his bag off his back and tossed it into a corner.

"I didn't see anything to punish. In fact, I don't see why we even bother sending you to that school," Pepper said. "They can't teach you a thing there."

"I agree with you, there," Toby said, looking around. "Where are you?" he then added as he noticed Pepper wasn't in the room with him.

"In the medical room…" Pepper answered. "With your father."

**I was going to end this here, but it seemed so very short and I've been gone for such a very long time. So, that logic withstanding, I shall continue!**

"Dad?" Toby muttered as he saw Tony Stark lying shirtless on a table, Pepper dabbing at his wounded chest. Tony was breathing heavily, his greying hair dishevelled. "What happened?"

"We were fighting M.O.D.O.K. in Spain when he managed to hack my armour…" Tony spluttered, struggling to speak. "He used it against me; Thor only just managed to take it down before flying me back here. The others are still fighting M.O.D.O.K. back in Spain."

"And a mighty battle they shall fight, indeed!" boomed a voice from the corner. Thor emerged from the shadows where he had previously been hidden from Toby's sight. "Though I suspect they would benefit greatly from my aid." He then began to swing his hammer, Mjolnir, and aimed out the door toward the glass walls.

"Not the walls, not the walls!" Tony croaked, but it was too late. A loud crashing sound followed Thor's disappearance.

"Will you be alright?" Toby asked his father, concern in his voice.

"Of course I will, son, I'm a fighter. It'll take a lot more than that to take down the Invincible Iron Man," Tony said reassuringly.

"He's got some lacerations on his chest, but he'll be fine," Pepper added.

"Don't worry about me," Tony said finally. "You go and play, or whatever it is you do." Toby reluctantly left the room and went to call Ben round for a bit.

* * *

"Toby!" called Pepper from the medical room. Toby sighed and paused his videogame before going to see what his mum wanted.

"Your father wants to speak to you," Pepper told Toby when he entered the medical room. "Alone." She then left the room and closed the door behind her, leaving Toby alone with Tony.

"Toby, come here," Tony said to his son, who quickly crossed to the bed that Pepper had brought him for the night. "This injury has made me realise that my time left as Iron Man is running out."

"Dad, don't say that," Toby said.

"Why not? I'm not saying I'm going to die; just that I'm going to retire. Soon."

"You can't retire! The world needs you!" Toby protested.

"No, son… they need you." Toby didn't reply for a moment, though he knew precisely what his dad meant.

"You mean…?"

"It's time for you to take up the mantle of Iron Man," Tony said. "We'll start work on your suit tomorrow."

"Tomorrow?" Toby repeated.

"Tomorrow." Toby fell silent for a moment, an overwhelming mixture of emotions flowing through him. Fear and excitement were prevalent.

"Really?!" he asked.

"Yes. We'll have the whole weekend to work on it, which is plenty of time," Tony said with a smile.

"A new suit in a weekend?" Toby asked disbelievingly.

"Well, we have JARVIS, and I've got a whole mess of designs on the system. I have the materials here already, just in case," Tony said. Toby noticed he was struggling with his injuries considerably less than he had been earlier that afternoon. "So," Tony said, "are you in?" With an effort, he extended his hand.

"Sure," Toby said, struggling for an answer to fit what his father was asking of him.

"From tomorrow onward, Toby," his dad said, looking his son in the eye as he shook his hand. "You are Iron Man."

* * *

**Wahey, I'm back! Are there any next generation superheroes you'd like to see here? We have Iron Man Jr. and the Amazing Spider-Boy. Whoever next? Private America? Mothi and Magni (the mythical sons of Thor)? Ooh, now there's an idea! If you have any such brainstorms, be sure to drop a review or a PM. Thanks.**

**Stick around and see where this is going, I promise it'll be worth it. If not, I'll have Lil' Deadpool hunt me down. Ooh, there's another one!**


	2. Chapter 2: Mark One

**The Son of Iron Man**

**Some quick shout-outs before we begin:**

**Thank you to Johnwolf234 for suggesting a son/daughter of the character Lupos from my other story, Rise of the Cross-Species. That's a great idea, as far as I'm concerned… now all I need is a name. And to clarify for anyone who hasn't read that story, no it wasn't a weird love story between Peter and a naked wolf-man. Lupos, the wolf-man in question, started off as a science experiment in that story and quickly got some clothes, presumably from the place Hulk buys his: Indestructible Trousers R' Us. I can't remember whether I've actually written and published that part yet, but it does happen.**

**To OrangeEucalyptus I would like to give my thanks for your review. Personally, I'm not actually a fan of romantic stories. I don't mind it if it's a side-theme – this story may even have a splash of romance in it – but it appears your story is based entirely upon romance. I'm very sorry to say that it's really not my cup of tea. However, I do encourage anyone who does enjoy a bit of romance in their steamy beverage to have a look at it. If I'm wrong and it turns out to have an interesting plot, someone please inform me and I'll have a look.**

**Again, I apologise deeply for my lack of enthusiasm for what I'm sure is a great story for those who are interested in the genre. I hope this little note will help you on your way to being a great author.**

**Now to everyone:**

**Welcome back! In the last chapter, we met Toby Stark son of Tony Stark, endured a typical school day for him and then learned that the Invincible Iron Man has been injured for the last time and is planning to retire. What's more, Toby is due to take his place. Now, I'm sure you're as excited as I am to find out what happens next and just what Toby's new armour will be like. So, with no further ado, we begin!**

* * *

**Chapter Two: Mark I**

"JARVIS, create a new project folder," Tony Stark said to his AI. Toby and Tony were in the latter's workshop, somewhere Toby was very rarely allowed to go. He looked around in wonder at all the advanced technology in the room, from the self-aware robotic hand to the half-finished suits that were scattered around.

"Wow!" he breathed.

"What would you like to call it, sir?" asked the synthetic upper-class voice of JARVIS, the AI of Stark Tower.

"How about Iron Kid?" Tony suggested, looking at Toby, who shook his head. "Fine, call it Iron Man 2."

"It is done, sir. Would you like to begin a new project?" JARVIS asked. Tony glanced at his son, marking the look of excitement on his face and savouring it.

"Yes. Call it Mark I." And so Toby's first suit design was created.

"Now," Tony said, sitting in a seat and swivelling round to face his son, who also sat in a similar seat. "Where do we begin? Are there any of my suit designs you want to use as a starting point?"

"Well, actually…" Toby began, looking around at the suits. "The MK. VI was one of my favourites."

"OK, then. JARVIS, bring up the designs for the Mark Six," Tony said, and a holographic screen opened up between the two showing the plans for the Mark VI suit. Tony immediately started to fiddle with the display, zooming it in and reminding himself of all the features. Toby sat idly watching as his father did what he did best. "So, we copy this and drag it onto your plan…" Tony said, dragging the whole design from one screen to another which opened up next to it. Toby pulled his chair next to his father, looking at the screen that was titled 'Mark One'.

"That should set up the key running components of the armour, but the weapons and thrusters might want updating. Any ideas, son?" Tony asked.

"Well the thrusters from the Mark II were probably some of your fastest. If we put some of those in the boots and perhaps simply keep the Mark VI's repulsors, I think that would work," Toby suggested.

"It wasn't the thrusters that made the Mark II fast; it was the lack of extra weight. However, if we factor in that your suit will weigh less than mine because you're not as heavy then the Mark II thrusters would probably be the best here. Good idea, Toby," Tony explained.

"Thanks," Toby said as his father pulled up a menu of past components and dragged the correct thrusters into the design.

"Naturally the suit will run on Vibranium and you'll have JARVIS installed," Tony said as he worked. "I hope you're paying attention; the next one's going to be all yours."

"I am, dad," Toby said truthfully. He really found this fascinating.

"Now, the original Mark VI had one-use wrist-lasers and a small complement of pod-missiles. We'll put on the upgraded laser system…" he dragged the Mark VII's lasers onto the wrists of the design, "but we'll probably have to keep the missiles the same. Anything else you'd like?"

"Sounds good to me. There's always the Mark II for anything else I want to add in," Toby said.

"Now you're thinking like a genius," Tony grinned. "So, we'll make the whole thing out of a gold/titanium alloy, as always. How would you like it to activate?"

"I'm sorry?" Toby questioned.

"Some of my suits fly to me, others unfold from a suitcase or something. What would you like yours to do?" Tony clarified. Toby thought about it for a moment before answering. It would have to be something easily concealed that could be activated quickly, of course.

"Can you make it a watch? Would that work?" he asked.

"It'll take some changes to the design, but I think I could make that work," Tony said with a grin. "Hey, perhaps I could get it to actually tell the time." Father and son shared a chuckle before Tony got to work.

Come the afternoon, the designs were complete and Tony, Toby and JARVIS were working on building the suit, with a little help from Dummy the robotic arm. When night fell, Toby and Tony wanted to stay up and work on the suit, but Pepper disagreed.

"You've still got school on Monday," she had said to Toby, who frowned and looked at his father for support.

"You'd better do as your mother says, Toby," he said, much to Toby's dismay. And so the first day came to an end.

* * *

The next morning, Tony Stark walked into his workshop to find Toby poring over the designs. The finished helmet looked up at the boy, lifeless, as he scratched his chin thoughtfully.

"You're up early," Tony said, surprising his son.

"Sorry dad, I'm just so excited!" Toby said.

"As well you should be, but don't forget that being Iron Man is a big responsibility. You need to keep people safe, as well as balancing your normal life with your life as a superhero. As well as being a billionaire, genius, playboy philanthropist like your father, you've still got school, and I don't want you messing up there," Tony warned his son.

"There's no chance of that happening," Toby said with a smug grin.

"I know, but your mum told me to say that. Now, let's play with dangerous machinery!" Both Toby and Tony cheered.

"You know," Toby said after a few minutes of working. "When I was looking at the designs for the armour I had an idea."

"What's that, son?" Tony asked as he twisted a screwdriver into the gauntlet on Toby's arm.

"Your Mark 7 suit had thrusters in the back which helped it go faster. Could we put those in this one?" he suggested.

"Probably not. If we add all that extra surface area it'll never fit in the watch, so you'll have to make a choice which feature you prefer," Tony answered.

"Hmm…" Toby muttered thoughtfully. "Maybe we'll leave the extra thrusters for the Mark II."

"Good idea." Tony agreed before continuing to work on the suit.

* * *

Later that afternoon, Toby's mobile phone began to ring. He left his dad butting the final touches to his suit and stepped out of the room a moment before answering to hear Ben's voice.

"Hey, Toby, you want to come round my place for a bit?" he asked. "Great Aunt May's here and she's cooking!"

"Sounds great, Ben, but I can't come around today, I'm afraid," Toby said.

"Why not?" Ben asked sadly.

"Because dad and I are building my new suit," Toby said.

"Your new suit?" Ben asked, excitement creeping into his voice. "You don't mean…?"

"I do," Toby said, allowing his own excitement to show. "I'm going to become Iron Man."

"Congratulations!" Ben said. "I wish that would happen to me."

"I might one day," Toby consoled his friend. "Anyway, I'd better go if I want to finish this thing tonight. See you at school!"

An hour later, Tony Stark was looking at a slightly smaller version of his suit, and from behind its shining blue eye-slits looked back his son. In that moment, as Tony looked at his son, he felt prouder than he ever had before.

"Well, son," he said, fighting back his emotions, "let's test this new suit of yours out." He then put on a suit of his own and stood side-by side with Toby.

Inside his new suit, Toby examined all the displays of his HUD and saw the face of his father in the bottom-right.

"Let's go!" he said excitedly. "Wait, how do we go?"

"JARVIS will do most of the thruster work himself, so all you need to do is steer," Tony replied.

"And how do I do that?"

"Well, I just lean in the direction I want to go, most of the time. You'll get used to it, and perhaps more importantly JARVIS will," Tony explained. "Now, let's fly." He squatted slightly and fired up his thrusters before hovering in the air and positioning himself for the door. "Meet you out there." He then leant forward and flew out the door, leaving Toby to struggle with his technology.

"How do I hover, again?" he asked himself.

"I recommend using 1% thruster capacity, sir," answered the voice of JARVIS.

"Ah, thanks, JARVIS," Toby said. "Wait, one percent?"

"Your thrusters are powerful tools, sir," JARVIS answered simply.

"OK, if you say so," Toby said, setting the thrust capacity to 1%.

"Would you like assistance during this flight, sir?" JARVIS offered.

"Yes," Toby said without a second thought. As he started to hover, he then angled himself forward, stabilising himself with the repulsors in his hands. Automatically, the thruster capacity in his lower left vision started to increase and he started moving forward.

"Woah!" he exclaimed as he started to rocket forward. "Slow down!" But he kept moving forward. As the glass wall approached up ahead, he tried desperately to turn away, but there was nowhere to run he closed his eyes as he crashed painlessly through the window and flew out into the sky. He pulled up immediately for fear of crashing into a building and started to hover. Tony came up beside him and opened up a communication channel.

"Should probably have taught you the best way out. If your mother asks, Thor came back," he said, eliciting a chuckle.

"What now?" Toby asked.

"Whatever you want! Just try to get a feel for the armour first; then perhaps we could have a race or two," Tony suggested.

"You'd win that easily," Toby said.

"You're probably right, but you could give me a good competition."

"If I can ever master this," Toby muttered.

"You'll never master it. Even I haven't mastered it, but with JARVIS' help you should be pretty good at this before we have to head back," Tony said. "I'm going to head back to the helipad and watch you for a while; just see where the suit takes you." And with that, Tony did as he said and watched his son from Stark Tower's 'S' shaped helipad.

"OK," Toby said to himself as he hovered shakily about New York City. He leant forward and started to rocket in that direction before attempting some turns. After about half an hour of flight, he opened a communication channel with his dad. "I'm getting pretty good at this!" he said happily.

"You can fly, yes…" Tony said. "But can you land?" Toby's face immediately went white.

"Well," he said nervously. "There's only one way to find out, I guess."

"Be careful. It's not as easy as it looks, and I don't want you smashing up my helipad," Tony warned. Toby nodded and headed toward the tower, and adequate flier now but far from the skill of his father. He still felt a fear akin to that which came with riding a rollercoaster, but that would wear off eventually. As he neared the tower, the airbrakes on the suit engaged, slowing him down along with the decrease in thruster power. He turned to hover above the helipad and looked down at his father, whose faceplate was raised so he could see Toby try to land.

"OK, JARVIS, decrease thruster power to 1%," Toby instructed. "Slowly," he added as an afterthought. He had found that, while 1% thruster power had been enough for him to hover a few inches off the ground, hovering elsewhere required a higher percentage and 1% brought him down quickly.

Toby lowered himself to the ground slowly, until his thrusters were at 1% capacity and he was hovering.

"Right. JARVIS, deactivate thrusters," he said.

"Right away, sir," JARVIS said, and with a jolt Toby hit the ground.

"Well done!" Tony said, but it wasn't over yet. Toby started to stumble before falling over backwards.

"Ouch," Toby said as he pushed himself back up. Once he stood, he lifted his faceplate to reveal a huge grin. "I think I'm ready!" he said.

"Not yet," Tony said with a serious tone. "You still have a lot of training to go, and I know just the partner for you to do it with."

"A partner?" Toby asked, an excited smile lighting up his face. "Who?"

"You'll find out after school tomorrow," Tony said with a wink. "In the meantime, what do you say to a race?"

"You're on," Toby said, lowering his faceplate with a metallic clink. "Last one to the Baxter Building is a rusty suit!" He then took off shakily, leaving his father to watch for a moment before snapping his own faceplate down and shooting after Toby. He would make a fine Iron Man – with training.

* * *

**That's the end of chapter two! In the next chapter, we'll see who this mysterious partner is. It's possible you guys could guess, but for those of you who can't… well, I guess you'll just have to wait and see.**


	3. Chapter 3: Superhero Training

**Son of Iron Man**

**Shout-Outs:**

**Thank you to ItsZokune for your character suggestions for the sons of Hulk. They may not appear in this chapter, but they will appear very soon. To the rest of you, let me assure you that these characters will be very interesting to read about. I'm excited for them having only read the profiles, and I'm the one writing this story.**

**To everyone:**

**Welcome back! Have you all had a good day? I have, but of course you guys don't care about that – you're here for the story. And so we begin!**

* * *

**Chapter Three: Superhero Training**

The yellow school bus pulled up in front of Stark Tower and Toby jumped off.

"See you tomorrow, Ben!" he called back, and he saw the bespectacled boy waving at him through the window.

An elevator ride later and Toby was in the living room.

"Hey!" he called, swinging his backpack off and tossing it into a corner.

"Hey, Toby!" called back his parents. He immediately followed the voices to find his parents on the couch.

"So, ready for training?" he asked, raising his left wrist upon which the red-and-gold watch was strapped.

"Whenever you are," Tony said, standing up and walking across to his son. "Follow me."

Tony and Toby walked out onto the helipad, Tony having picked up his suit along the way. They stood there, waiting for someone whom Toby had no idea could be.

"Uh, are they coming tonight?" Toby asked sarcastically.

"They'll be here," Tony assured his son. They stood together in their suits, looking expectantly out over the city.

After a few minutes of silence, Toby began to hear rugged breathing. He watched the edge of the helipad, which was where he judged the sound to come from. A red hand suddenly came over the edge, gripping on and pulling up the rest of the body. A red-and-blue clad man flipped up over the edge and stood before Toby and Tony, his white 'eyes' taking up the majority of the web-patterned mask.

"Spider-Man?" Toby asked, looking up at his father, who shook his head.

"Spider-Boy."

After looking around to make sure no one else was watching, the masked figure removed the mask to reveal a bespectacled boy with mid-length, messy, dark hair and a muscular form. Toby recognised the face immediately.

"_Ben?!"_ he exclaimed.

"Yeah…" Ben admitted. "I'm sorry I couldn't tell you before, but the 'Spider-Man' who has been swinging around the city recently wasn't my dad."

"What?" Toby asked, surprised.

"Could we head inside?" Ben asked, replacing his mask and looking around as if someone was going to appear at any moment. "I'll explain to you there." Toby nodded and led his friend into the living room, Tony walking with them.

"How did you get here?" Toby asked once they were inside and on the couch, Ben's mask taken off once again.

"I climbed up the side of the building," Ben answered. "It's taller than it looks," he added.

"But the last time I saw you, you were on the bus," Toby said.

"I got off at the next stop, and then ran over here. Never mind that, though. Tony tells me you need a training partner," Ben replied. Toby wasn't ready to move on yet, however.

"You never told me you had powers!" he protested.

"My dad kept them secret in his day-to-day life, and so did I. I was born with the Spider-Gene, but dad made me keep it secret," Ben explained.

"I'm sorry, I still don't understand. Do you have all your dad's powers?"

"All of them. I even have my own web-shooters," Ben confirmed.

"So if I tried to throw something at you…"

"I'd dodge it."

"Then how come you're always the first out in dodgeball?" Toby asked. Ben sighed softly.

"I learned to control my powers; otherwise people would figure out that I had them," he answered.

"OK, I think I understand now," Toby said, trying to regain his cool composure.

"Good, then shall we begin?" Ben asked.

"Now?"

"Immediately," Ben said, putting his mask on.

"Dad, are you coming?" Toby asked his father, who was pouring himself a drink at the bar.

"No, I'll let you two try and figure out your own training style for now," Tony said. "Once you're ready to learn combat skills I'll join you, but for now I expect you just to practice mobility."

"OK, then," Toby said, turning to Ben and lowering his faceplate. "Let's move."

Toby followed Ben out onto the helipad, where he ran with surprising swiftness to the edge of the concrete and slipped over the edge. Toby hurried to the edge and looked over the rail, seeing the flash of red emitting a white stream from his wrist, which then attached to a nearby building. He began to swing through the air and Toby heard a 'woo!' filling the air. Before his friend could get away, Toby took off and sped toward his rapidly shrinking friend.

Ben's swinging velocity was no match for Toby's thrusters, and in moments they were side-by-side, Toby slowing down to stay level.

"You're pretty good at this for someone who only learned to fly yesterday," Ben remarked as they turned a tight corner.

"Me?" Toby asked incredulously. "You're amazing!"

"I've had practice," Ben said.

"But still, you have to calculate every swing perfectly. That has to be difficult," Toby persisted.

"You had to design, build and calibrate an Iron Man suit," Ben reasoned.

"I had help."

"So did I."

After a few minutes, Ben sighed loudly.

"What's up?" Toby asked.

"I'm bored," Ben replied. "Just swinging through the city is fun at first, but it just gets tedious after a while."

"I know, right? I'm just flying in a straight line," Toby agreed. "But then, I need the practice."

"You need practice in combat," Ben said, his mask hiding a mischievous smile.

"Dad said we should go back to him when we're ready for that," Toby recalled.

"I can teach you just as well as he can," Ben reasoned.

"I don't know…" Toby muttered.

"Come on! What would you rather do, fight some stupid old LMDs or stop an actual mugging?" Ben asked.

"Well…" Toby trailed off. He favoured the latter in truth, but he wasn't sure if he should disobey his father.

"You've got an invincible suit and I have my spider-sense. There will be no danger to either of us," Ben said, trying to convince Toby to join him. "Just use JARVIS to hack into a police frequency and we'll find a crime to stop," he instructed.

"Hacking into a police frequency?" Toby exclaimed. "I don't know about that…"

"Well, how else are we supposed to find out about crimes?" Ben reasoned.

"I don't know, perhaps a more legal way?"

"We're doing it to fight illegal activity. I think that cancels out the badness."

"My father wouldn't approve…"

"You're not your father. Do you want to learn or not?" Ben demanded. Toby was silent for a moment, considering the benefits and costs.

"JARVIS," he said finally, with a sigh, "get us into a police frequency."

"That's it!" Ben encouraged him.

"OK, I've got something; follow me," Toby said after listening in for a moment.

* * *

"Please!" Sarah Shilling begged as she held her hands up. "Don't shoot!" She had been on her way home from school in Midtown when four men in black masks had shot out of an alleyway and dragged her into the darkness with them. One of the four was now emptying out her schoolbag. First out were her books, which clattered to the ground with a look of disgust from the mugger. Two of the others held her at gunpoint while the fourth man looked out onto the street to make sure they weren't being watched.

"Useless books!" growled the mugger with Sarah's bag as yet more books fell out. Then they hit the jackpot when her purse fell out, jangling with the money that was inside. "Ah!" the man exclaimed, picking up the purse and discarding the bag. He opened it up to find 20 dollars in cash as well as a debit card. "How much is on this?" the mugger demanded.

"None of your business!" Sarah protested.

"Tell him, or we'll shoot," the left gunman demanded.

"Two hundred dollars!" she squealed. "Please don't kill me!"

"Oh, we-" the right gunman began, but he was cut off as they all heard a mechanical whir before the watchman collided with him, smoke pouring from his body.

"Put down the purse," demanded the newcomer as he pointed an open palm at the mugger who was holding Sarah's purse. The mugger stared with wide eyes at the red-and-gold, metal-covered man. Glowing blue eyes and a triangular chest piece lit up the darkness ahead of him.

"Iron Man!" he gasped, and the remaining gunman opened fire. The bullets bounced off the gold/titanium alloy before a humourless laugh was heard from within.

"I said…" – he blasted the gunman with a repulsor – "put down the purse." The mugger looked from Iron Man to the light at the end of the alleyway behind him and made a poor decision. He ran.

To his surprise, he didn't feel a burning repulsor blast hitting his back as he ran. The saving light grew closer and Iron Man grew further behind. He was almost there…

When a red-and-blue figure dropped down in front of him.

"Spider-Man?" he exclaimed. How many superheroes were here today?

"Spider-Boy," the boy corrected him, before a rapid punch to the face knocked him out.

Ben looked down at the unconscious mugger as Toby arrived next to him, carrying the other three over his shoulder. He sat the four muggers up against the wall before Ben used his webbing to stick them there. The two then walked back up the alley toward the still-cowering girl they had just saved. She was tall and blonde with green eyes, still in the clothes she had worn to school that day. Once there, Toby spoke first.

"Are you alright?" he asked.

"I-I think so…" the girl said as she shakily repacked her bag. "Thanks."

"Don't worry about it," Toby said as he knelt down to help her. "It's my duty." Ben stood by, letting his friend take all the credit. It was his first save, after all.

"I'm Sarah, by the way," the girl said. "Sarah Shilling."

"I know who you are, you're in my English class," Toby said. He then realised what he had done, but it was too late.

"I-I am?" Sarah asked. "Who are you?" Toby realised that his father never kept his identity secret, so neither would he. He lifted his faceplate. "Toby?" Sarah gasped.

"That's me," Toby said with a nod.

"Wow!" Sarah exclaimed. Then, after a moment of silence, she asked: "how can I repay you?"

"There's no need for that," Toby said with a smile. "Just knowing you're safe is enough." He then winked.

"Uh, Toby…" said Ben in a deliberately disguised voice. Toby looked up and saw where his friend was pointing. A white car with red-and-blue flashing lights had pulled up at the end of the alley.

"Ah," Toby said, lowering his faceplate. "We should be going. Call me sometime," he then added to Sarah before grabbing Ben and shooting upward.

Sarah watched her saviours go.

"I will," she whispered to herself as she looked at the little piece of paper Toby had put in her hand.

* * *

"How irresponsible can you get?!" Tony Stark demanded as he waved a newspaper at his son the next morning. The headline, 'Iron Boy', lit up the front page. "You hacked a police frequency, tried to tackle a mugging _on your own_ and then revealed your identity to a _Daily Bugle_ reporter!"

"I wasn't alone because Ben was there, and for the record, it was him who made me hack the police frequency," Toby protested. "And I didn't know she was a reporter."

"Regardless of who she was, you shouldn't have revealed your identity," Tony said.

"You did," Toby retaliated.

"I had learned to control the suit; you haven't. Do you have any idea how vulnerable you've just made yourself to attack?" Tony demanded.

"I kicked those muggers into the middle of next week! I don't think I have much to worry about," Toby reasoned.

"There are more dangerous enemies than muggers out there, Toby!" Tony scolded. "You have no idea what you're dealing with here!"

"Whatever, dad," Toby said, raising his hands. "I've got to get ready for school."

"Oh, no you don't," Tony stopped him. "You're not going to school today."

"What?" Toby asked.

"You need to learn how to control the suit before going outside again," Tony said. "You're grounded from everything that doesn't involve training, and that includes school."

"Can you even do that?" Toby asked.

"I don't know, but a repulsor blast says I can," Tony said. "You need to be ready for the dangers that are out there waiting for you."

"Who out there would want to hurt a 16-year old boy?" Toby asked. His father made to answer, but decided against it. Toby would learn soon enough.

* * *

Meanwhile, an ageing man was reading the newspaper.

"Iron Boy, eh?" he said to himself in a smooth accent. "Dustin, come in here," he called to his son.

"Yes, father?" the teenager asked.

"Put on your best suit. We're going to pay this Iron Boy a visit."

* * *

**That's all, folks! Who could this villainous villain be? Perhaps the son of one of Tony Stark's old rivals? Perhaps the only way we'll ever know is by waiting for the next chapter.**

**Speaking of which, favourite and follow if you like this story and want to see the next chapter as soon as it goes up.**

**Until next time, true believers!**


	4. Chapter 4: Responsibility

**Son of Iron Man**

**I've been considering something ever since I decided to have more superheroes than just Toby in this story: the New Avengers. These are not the New Avengers that were in the comics, but a team led by Toby that includes Ben and anyone else they might find along the way. What do you guys think of that?**

**Anyway, let's begin with another great chapter! (I hope...)**

* * *

**Chapter Four: Responsibility**

The next day, Toby woke up in the morning to hear his mobile ringing. He sat up, yawned and looked at it. It was an unknown number. He answered the phone and put it up to his ear.

"Toby Stark, here," he said.

"Toby, it's Sarah," said a female voice on the other end of the phone. Toby raised a hand to his face and rubbed his eyes.

"Hey, Sarah," he said, deciding to see what she was going to say first.

"You said to call you," Sarah said. "This isn't a bad time, is it?"

"No, not at all," Toby lied, shaking the sleep away.

"Good. I was wondering if I could ask you some questions about yesterday," Sarah said.

"I'd like to ask you some questions, too," Toby said suddenly. "How much did you tell the police?"

"Not your name," Sarah said quickly. "I think people should know the name of a hero like you, but I know what the cops would do to you if I told them."

"But you still published an article about me," Toby said, his temperature rising.

"Not about you, about Iron Boy," Sarah corrected him. "I never mentioned your name. Your secret is safe with me."

"That's not enough. If there's an Iron Man flying around the place that isn't Tony Stark, then who would be the first person your mind naturally jumps to?" Toby demanded. The line was silent. "Well?"

"…you," Sarah muttered.

"Yes, me. Because of what you did, I can't go to school today. I have to stay safely at home, learning to control the suit."

"I-I'm sorry," Sarah said, emotion apparent in her voice.

"You should be. And for future reference, it's Iron MAN." He then went to hang up the phone.

"Wait!" Sarah pleaded.

"What?" Toby sighed.

"Don't you want me to… make it up to you?" Sarah asked suggestively. Her question was answered with silence from Toby. He had hung up.

* * *

At breakfast that morning, Tony, Toby and Pepper sat around the table together. Tony had cooled down a little since yesterday, but an awkward tension hung around the table.

"Sarah called this morning," Toby said eventually.

"Sarah?" Tony asked.

"The reporter," Toby clarified.

"Oh, right…" Tony said, going back to his breakfast.

"She said she hasn't told anyone my name," Toby continued.

"Have you read the article?" Tony questioned him.

"No… why?"

"Your name is mentioned at least three times."

"You're joking…" Toby said, horrified.

"I wish I was. But that's another reason for harder training," Tony replied.

"Oh, just you wait until I get my hands on her…" Toby said, his voice shaking slightly with anger.

"Revenge isn't the way," Tony said firmly. "You made the mistake of trusting her, but now you know not to. Just keep away from her. Understand?"

"Yeah," Toby muttered.

"Good," Tony said before draining his glass of orange juice. "Let's train."

* * *

"These are LMDs," Tony said, gesturing to the four featureless droids that stood deactivated around the training room. "Life Model Decoys. They can take any form and adopt any fighting style. They won't kill you like the originals would, but you'll be hard-pushed to defeat them."

"I'm ready," Toby said, snapping his faceplate down. The blue HUD switched out for a red battle one.

"OK, we'll start with something simple. Just one LMD in the form of Loki," Tony said.

"Loki?" Toby repeated.

"Loki. He's a good starting place, with ranged and melee attacks," Tony confirmed. One of the LMDs suddenly became the Norse god of mischief and lunged at Toby with his sceptre.

"Woah!" Toby exclaimed as he dodged to the side and jetted upward. He began to aim at the LMD, but it shot out a blast of magic which he only just dodged. He then managed to hit Loki with a repulsor blast, which knocked him back but didn't defeat him. As the LMD took aim again, two pod-rocket capsules opened up on Toby's shoulder and fired off a round of missiles. A few were shot down, but the rest hit the LMD square-on and exploded the droid.

But it was a brief respite.

Two more LMD-Lokis leapt into the air and tackled Toby, pulling him to the ground while a third raised his sceptre and jammed it toward the ARC reactor in Toby's suit. In a split-second decision, Toby activated his thrusters and dodged out of the way, dragging one of the LMDs into the place he had been. One LMD destroyed the other, while the third was still on Toby's boot. He bent down in the air and placed his hands on the LMD's horned helmet before activating repulsors in each. The LMD collapsed to the ground without a head.

The final LMD was destroyed by a laser.

"Well done!" Tony said, applauding. "Next time, try a unibeam blast."

"Unibeam?" Toby repeated.

"You can overwhelm your reactor and send an energy blast out of it. Very powerful, but it's a drain on the suit," Tony explained. Toby nodded. Suddenly, his HUD began to shake as he staggered back. He looked at his father in shock. He had just shot his own son with a repulsor.

"What was that for?" Toby demanded, but his father's only response was a second repulsor blast. He was left with no choice but to blast his father back. Tony Stark was blasted backward, but by activating his thrusters as he fell he was able to rocket back forward. He reached out and grabbed his son before twisting in midair and throwing him into a wall.

"OK, then," Toby said to himself before standing back up. He placed his hands together and hit his father with a double repulsor blast, which forced him to stumble backward. Toby ran forward and went to punch Tony, but the latter raised a swift hand and blocked the attack before punching Toby back. As he fell backward, Toby remembered what his father had told him. Diverting all power to the reactor, he waited a moment before loosing the blast at his father, who fell to the ground with a huge hole in his chest. As Tony Stark died, his armour disappeared to reveal the featureless body of an LMD.

"Good work!" said the real Tony as he emerged from the observation deck that was hidden in the walls.

"Thanks," Toby beamed, raising his faceplate. "You are the real Tony Stark, right?"

"Of course I am; look, no armour," Tony replied. "Well, it's clear that your combat skills are already pretty well developed. You still need to learn some techniques before taking on any real villains, but I feel fine letting you return to school tomorrow. Just promise me you'll keep the watch on at all times."

"Promise," Toby said as his suit folded in on itself and retreated into the form of a watch. He glanced at it briefly and saw that it was only around 3:00pm. "What now?"

"Your school just ended, so Ben will probably be around soon. That's enough training for today. Just promise you won't go out and hack the police again," Tony said half-jokingly.

"I promise." But Toby had no intention of going to find Ben. He was going to have a word with Sarah about responsibility.

* * *

Sarah Shilling felt a buzz in her jacket on the way home. She produced her mobile phone from her pocket and looked at the screen. It was Toby Stark.

"Hey, Toby," she said as she answered the phone. "Ready for that apology now?" As she spoke, she produced some lipstick from her pocket and began to apply it.

"Meet me outside Stark Tower," Toby said. His voice sounded urgent.

"Sure thing," Sarah said before hanging up the phone and adjusting her route.

A few minutes later, Sarah was across the street from Stark Tower. She could see Toby across the road, waiting for her with crossed arms. She quickly crossed the road and met him.

"Hey there," she said, looking into Toby's blue eyes as she spoke.

"Hi," Toby said impatiently. "Follow me."

"Gladly," Sarah said. Toby immediately started striding down the road, Sarah in tow and struggling to keep up. "Could you slow down a little?" she asked.

"No," Toby snapped. Suddenly, he turned right into an alleyway. Sarah realised it was the same one she had been mugged in.

"Ooh," she said. "How romantic."

"A dark alleyway?" Toby asked, raising an eyebrow.

"Our dark alleyway. Just you and me," Sarah purred. She suddenly flashed back to her meeting with the head of the _Daily Bugle, _J. Jonah Jameson.

"_I want more details on this… Iron Boy," Jameson said in his gruff voice, unchanged by age._

"_I'll get you all the details you want, sir," Sarah replied. She was never called up for big articles like this. Her first piece on Toby had been life-changing._

"_You better. Get as close to him as possible. I want every detail," Jameson said._

It didn't get closer than this.

"OK, this is not why I called you here," Toby said quickly as he dodged Sarah's advances. "I want to talk to you about your article."

"Good, wasn't it?" Sarah asked, stepping closer to Toby.

"You lied to me," Toby said, stepping away.

"It was just a teensy little lie," Sarah said, holding up her finger and thumb in close proximity to show just how small the lie was.

"You told the world that I'm the new Iron Man," Toby protested. "It doesn't get much bigger than that."

"I know. I'm sorry," Sarah said, hanging her head. She then raised it again, a longing look in her eye. "But let me make it up to you." Toby sighed.

"Fine," he said. "Close your eyes."

"No way, I want to see every moment of this," Sarah said before leaning forward. A mechanical whiz sounded and she found herself kissing the cold, metal faceplate of an Iron Man suit.

"Mind where your mouth takes you," Toby said before jetting off upward and leaving Sarah to ponder the double meanings of what he had said.

* * *

"I hope you stayed out of trouble today," Pepper said to Toby later that evening. "Your father didn't work you too hard, did he?"

"Oh – no, not at all," Toby said. "It was easy, actually."

"That's my boy," Pepper said fondly. "The Avengers returned while you were out, so your father's gone to talk to them in private."

"Oh, alright," Toby said. "I'm just going to head up to my room for a bit; I have some thinking to do."

"OK, dinner will be on the table in half an hour," Pepper said.

In his room, Toby activated his suit and removed the helmet before looking at it. There was a lipstick stain on the mouth, making the suit appear like a woman. Toby chuckled before wiping off the stain. After today, he was going to stay far away from Sarah. If only that would work…

* * *

**Ooh, that dastardly reporter! I somehow doubt this is the last we'll see of her…**

**Two updates in one day! My, you are lucky. **

**Well, in the next chapter I plan to introduce some of the characters that you all have been suggesting. On that topic, it's not too late to introduce some more characters if any of you readers out there have any good ideas. I've got kids for Iron Man, Spider-Man, Lupos, Thor and the Hulk so far, with Captain America planned but not in detail. I have a name for Captain America's son, but no details as yet other than the fact that he inherits half-powered super-soldier serum and the shield, so if any of you clever little readers out there have any ideas I'd be thrilled to hear them.**

**Until next time, true believers!**


	5. Chapter 5: Plain Old Toby Stark

**Son of Iron Man**

**I'm back again! Wow, over 100 views! Thanks to everyone who has read, reviewed, followed or favourited the story so far. May there be many more of you to come!**

**A quick reminder to those of you who enjoy this story: you can follow and/or favourite the story either as you review or simply by pressing the follow/fav button in the top right of the page. Even if you don't want to review, you can anonymously follow the story at any time to get updates when I add a new chapter.**

**Also, I love talking to people who enjoy reading my stories, so feel free to drop me a PM and I'll try to answer as soon as I can. Rude messages will be ignored.**

**With that said, I invite you to join Toby on his first day back at school after a day of intensive training. How will the other students react to the news that plain old Toby Stark is in fact Iron Man? How will Toby deal with it? When will I stop asking questions and let you read the story?**

**Right now!**

* * *

**Chapter Five: Plain Old Toby Stark**

Toby awoke that morning with anxiety gripping his heart. Today he would return to school, but he wondered how his fellow students would react to Sarah's article. With disbelief, he hoped, but things never worked out so easily in life. He showered and cleaned his teeth before throwing on some clothes and heading down to breakfast, after which he packed his bag for school and started to head toward the elevator.

"Have a good day, son," Tony called. "Have you got your watch?"

"Yeah," Toby called back. "See you guys later!" And with that, he stepped out into the world.

On the bus, Toby sat beside Ben, ignoring everyone else on the vehicle.

"Did you see who wrote the article?" Ben asked. Toby nodded solemnly.

"Sarah Shilling," he answered.

"The one you saved?" Ben exclaimed. We had agreed to call all of our saves mine in public, since Ben's identity was still secret and he wanted it to stay that way.

"The very same," Toby nodded.

"That witch! What are you going to do?" Ben asked.

"I've already done it," Toby answered.

"What did you do?" Ben asked, a slight hint of dread in his voice

"Nothing bad!" Toby said quickly. "I just reminded her what responsibility is."

"Because you're really responsible," Ben chuckled. "Anyway, how did she respond?"

"She tried to kiss me," Toby replied.

"You're joking, right?" Ben asked disbelievingly.

"Nope," Toby said with a roguish grin.

"So, the message got across then?" Ben said sarcastically.

"If only," Toby sighed. "Something tells me this isn't the end of her Iron Man reporting."

* * *

The bus pulled up in front of the school and Ben and Toby walked to their tutor room, ignoring the students who called to Toby in the hallway. Once there, they were greeted by everyone in the room immediately trying to talk to him.

"Settle down, class!" the tutor said. The class at large quieted down, but when Ben and Toby sat down their immediate neighbours immediately started to whisper to Toby.

"Hey, Toby," said Adrian, the boy who sat behind Toby. His father was a renowned physicist, and Adrian was pretty smart himself. Ben and Toby sometime hung around with him after school, as well as his younger brother, Ty.

"What is it, Adrian?" Toby snapped.

"I- sorry, man," Adrian stuttered. "I just wanted to ask if you're available after school tonight."

"Oh…" Toby said, feeling bad for snapping at Adrian. "Sorry. Yes, I'm available," he said, but Ben looked at him pointedly and mouthed the word 'training'. "Actually, no, I just remembered I've got a ton of homework," he added.

"OK," Adrian said dejectedly.

* * *

Their first lesson was physics, in which Toby and Ben were partners. While the teacher droned on about nuclear fission – or as some of the less intelligent kids in the class called it: 'nuclear fishing' – Adrian listened with rapt attention. Ben was smart. Toby was smarter. But when it came to physics, Adrian was a genius.

"Now," the teacher, Mrs. Peach, said to the class, "who can tell me which element is used most often in nuclear fission?" Adrian's hand flew up immediately. "Yes, Mr. Banner?"

"Uranium-235, miss," he said.

"Correct! And you got the correct isotope. Well done, Mr. Banner," Mrs. Peach congratulated Adrian, who smiled to himself. A number of the other students sighed, tired of being shown up by him. Ben and Toby exchanged amused smiles over how capable these people were of getting annoyed by the simplest of things.

"Well, today we're going to do a practical about half-life," the teacher continued, ignoring the muttering in the room. "Each pair will take 100 dice and roll them all at once, then count the sixes each time. Remove the sixes and re-roll all the others, and repeat. The instructions are on this sheet, which…" she looked at who was closest to her, "Toby will hand out." With a sigh, Toby stood up, took the sheets and handed them out, starting on the first row before making his way toward the back.

Exactly where Sarah was.

To Toby's surprise, she didn't say anything – just stared at him as he passed.

Once Toby was sat back at his desk, he found that Ben had already collected a box of dice and poured them out over the table.

"OK, you take half and I'll take half," Ben said, sweeping up about half of the dice.

"I don't see how this is going to be helpful," Toby stated as he collected his own dice. "I mean, I see the science behind it, but at the end of the day we're just going to spend an hour rolling dice."

"True, and most of the people in this class probably don't actually understand the science," Ben agreed. He then looked like he was going to say something else, but someone else spoke first.

"Hey, Toby," they said. Toby turned and saw Sarah standing behind them.

"Hello, how may I tell you to go away today?" Toby asked, eliciting a chuckle from Ben.

"Well, that's not very nice," Sarah said. "My partner's not here today, so I was hoping I could join you two."

"No," said both Toby and Ben at once.

"Mr. Stark," said Mrs. Peach, "I hope you're not going to leave Miss Shilling on her own."

"Of course not, miss," Toby said, "she can go with someone else."

"Mr. Stark, I was under the impression that you were more chivalrous than this," Mrs. Peach said. Toby sighed and put his head in his hands.

"Uh, miss," Ben spoke up. "That article about Toby – the one that's pretty much ruined this day and probably more after that – Sarah wrote it."

"Ah…" Mrs. Peach said. She didn't seem to be aware of the fact. "Well then… Adrian, can you let Sarah join you?" Adrian looked up from his dice.

"Sure," he said, though he didn't seem completely convinced.

"There, problem solved," Mrs. Peach said before moving on to help another group. Sarah shot Ben a cold look before storming off to Adrian.

"Poor guy," Ben commented as he watched her go.

"Thanks for that," Toby said.

"No problem," Ben replied. The rest of the dice-throwing lesson passed without further incident, as well as Toby's next lesson, Maths.

* * *

Come break time, Ben and Toby were sat outside at a table, trying to escape the public. Many passers-by had already tried to engage in conversation with Toby, but he had shut them out. Adrian suddenly came to sit by them.

"That Sarah is a nightmare, huh?" he asked as he tucked his bag under the table.

"You have no idea," Toby mumbled.

"Have you been receiving much attention from that article?" Adrian continued.

"Unfortunately, yes," Toby said.

"It won't last," Adrian assured him.

"I don't know about that. Superheroes get a lot of publicity, and since people know I'm Iron Man I'll get that publicity. This article's effect will wear off, yes, but there will be more," Toby replied.

"Can Sarah not be convinced to be stop?" Adrian asked.

"It wouldn't matter if she could; she's not the only reporter out there. I just wish she stuck to more conventional methods…"

"What do you mean?"

"Never mind," Toby said.

"Well, look on the bright side," Ben chipped in as he saw desperation creep into Toby's facial expressions.

"What bright side?"

"Girls love superheroes."

* * *

Toby's next lesson was PE. After changing into his sports kit in the changing rooms, he headed to the hall with Ben and found their teacher wielding a dodgeball and a whistle.

"Today," he announced, "we're going to play a game of dodgeball. Captains will be…" he looked around. "Jonathan Rodgers" – a muscular boy with blond hair and blue eyes stood up and walked over to the teacher's right – "and Emily Frost." A beautiful blonde girl stood up and made her way through the crowd of students, who eagerly moved out of her way. As always she wore her red-tinted sunglasses which hid her eyes, but she didn't need to reveal them for all the boys in the school to be mad for her. Her father had left the family when she was young – taking the family name with him – but everyone knew that her mother was Emma Frost, the famous X-man. Emily had certainly inherited her good looks – she was widely recognised as the most attractive girl in school.

"OK, we've got our captains," the teacher announced. "Now we need some teams. Jolly, Emily, if you will." Jolly, the nickname of Jonathan, stepped forward first.

"Jack," he said, calling up his best friend in a move that shocked no one. Emily then stepped forward, and all the boys in the room listened out for their names.

"Toby," she said. The whole class turned to stare at Toby with jealousy in their eyes – even the girls, who knew that to be picked by Emily was to be popular. Surprised, Toby stood up and picked his way through the seated students, feeling the eyes of everyone boring into him as he went. "Hey," Emily greeted him softly. Toby returned the gesture with a numb smile before standing behind her, forming the basis of the line. He glanced at Ben and saw him mouth the phrase 'I told you so'. He couldn't help but grin.

The rest of the picking went unsurprisingly, with Emily picking all the girls and Jolly picking the boys. Soon, only Ben and Adrian were left. Neither Jolly nor Emily wanted either of them, but Emily stepped forward nonetheless. She studied the two of them, trying to discern the weakest.

"Ben," she said, leaving Adrian with Jolly. It was highly unfair that Ben was often one of the last to be picked, but Toby was the only one who knew of his true skill and he often purposely threw the match to hide his powers. The only reason he was picked over Adrian was that the latter had a habit of passing out when his heart-rate got too high.

Sure enough, once the game began, Ben was one of the first out with a dodgeball to the chest. That left Toby as the only boy in Emily's team. He dodged the incoming balls with ease and knocked out a few members of Jolly's team. He did notice that whenever a ball approached him a girl conveniently appeared in front of him to take the hit, but that annoyed him more than anything; before long, only Toby and Emily were left. He realised that Adrian was looking stressed, and threw a perfect ball at him that knocked him out of the game. Adrian gave him a grateful thumbs-up before retreating to the sidelines.

All the girls on the bench watched Toby as he ducked and dived, catching the odd ball and throwing plenty. Suddenly, Emily took a dodgeball to the leg and retreated, leaving Toby alone to deal with the four remaining members of Jolly's team. He dodged two balls in a row before picking one up and throwing it at Jolly. It hit him on the shoulder as he tried to dodge, eliciting a cheer from Toby's team. He had just taken out Jolly Rodgers, one of the toughest kids in school.

The remaining three on Jolly's team threw a co-ordinated attack of three balls at Toby – two of which bounced off each other harmless and the third being caught by Toby. Only two remained. Toby jumped over a misguided shot before catching one in mid-air and throwing it back at thrower of the first ball, knocking both out at once.

Toby's bench cheered, and Emily herself ran onto the court and hugged him. He closed his eyes and enjoyed the moment.

* * *

After school, Toby returned home and greeted his parents.

"Hey," he called as he removed his backpack. Tony immediately walked into the room.

"How was your day?" he asked anxiously.

"It was better than I expected," Toby said as he remembered dodgeball.

"Good to hear it," Tony said with a smile. "Ready for some training?"

"Always," Toby said, holding up his left arm and the watch upon it.

"Then follow me."

* * *

**Well, isn't that nice? Toby's life is all going better than he expected, but for how long, I wonder? Sarah's still out there, and she's not likely to lose Toby to Emily or anyone else without a fight. How far will Jameson make her go? And let us not forget the unknown villain who's hiding out there. With all these unanswered questions burned into your brain, I feel somewhat cruel to announce that the next chapter will have nothing to do with Toby! Because guess what, true believers? We're heading to Asgard!**

**And yes, I did call Steve Rodgers' son Jolly Rodgers. Yes, that is what the pirate flag is called (but without the 's').**


	6. Chapter 6: Into Asgard

**Son of Iron Man**

**Some of you may be disappointed with chapter's distinct lack of Toby. Rest assured, though, it is important to the story and some of your burning questions may even be answered. For one thing, we're going to check in on Sarah Shilling at the Daily Bugle. Ooh!**

**For now, let us journey… into Asgard!**

* * *

**Chapter Six: Into Asgard**

The two brothers walked side-by-side, hefting their great swords over their shoulders with little concern.

"Another mighty battle well fought, brother!" exclaimed the larger of the two, slapping his younger brother on the back.

"Indeed! Father will be proud to hear our tale when he returns from Midgard," the younger agreed.

"Magni, my brother, the day has not yet ended," said the other. "And surely a feast awaits us upon our return to the city."

"Indeed not, Mothi," Magni agreed. "I could devour an entire boar after today's deeds."

"I wonder whether the lady Freyja would be there," Mothi thought aloud.

"She very rarely journeys from Folkvang," Magni reminded his brother.

"Then one day I shall journey there myself to take her hand," Mothi said with a certainty that should have surprised his brother. Magni, however, smiled and shook his head.

"You keep dreaming that same dream, brother. I, meanwhile, will be doing all I can to ensure it is I who inherits father's hammer," he said.

"And you are one to talk of foolish dreams," Mothi chuckled. "For everyone this side of Helheim knows it is I who will inherit Mjolnir."

"Do not make me laugh, brother! You are strong, but you are arrogant," Magni said.

"Perhaps it is so," Mothi agreed. "I propose that we meet in the arena to determine who is the worthier son. What say you?"

"I accept your challenge, brother. When shall this battle take place?"

"Immediately upon our return," Mothi said. Magni shook his brother's hand, agreeing to the arrangement.

* * *

And so it came to be that all of Asgard gathered around the arena to watch the sons of Thor do battle once again. Both wore sleeveless armour which allowed their muscles to move freely. Neither were otherwise armed.

It began.

Magni immediately flew forward and launched a fist at his brother, who caught it and flipped him over his shoulder. As he fell, Magni saw Mothi follow up with a diving attack. He rolled out of the way as Mothi's fist collided with the ground where Magni's head had been. The latter flipped to his feet, kicking his brother as he did so. He followed it up with a charging head butt, which sent Mothi sprawling backward.

"ENOUGH!" shouted a deep and commanding voice. Mothi and Magni looked upward saw Thor, their father looking down disapprovingly at them. He leapt down into the arena and picked Mothi up by the scruff of the neck. "Is this another of your battles to prove who is the more worthy?"

"Yes, father," the brothers said, hanging their heads in shame.

"This must stop," Thor said firmly. "Nay, it will stop."

"Yes, father," Mothi and Magni said in unison.

"I do not think you mean what you say. This will happen again, will it not?"

"…yes, father."

"At this moment, I see neither of you as being worthy of Mjolnir," Thor said. Mothi and Magni's heads fell further in deeper shame. "But thankfully, I know a tried and tested way to improve both of your attitudes. It worked on me," he continued.

"What do you mean?" Mothi asked.

"I am sending you to Midgard," Thor said. "Without your swords."

"But without our swords we are powerless!" Magni exclaimed.

"Precisely," Thor said flatly. "You will learn to become worthy or you will never return."

"But father…"

"Silence!" Thor snapped. "Hand me your swords." Mothi and Magni shared a sad look before handing away the sources of their power. "Follow me," Thor said, "we are going to the Bifrost."

* * *

**OK, I admit it. I lied to all of you! This chapter will have some Toby in it, but it's meant to focus more on Mothi and Magni. Now, I wonder where Mothi and Magni will so conveniently turn up?**

* * *

When Toby Stark entered the living room, he found two strangers on the couch.

"Uh…" he mumbled, "hi."

"Hello, son of Tony!" the two boys boomed in unison. They were muscular, and one seemed to be Toby's age while the other was a few years older.

"What are you, uh… doing here?" Toby asked. His finger strayed to the button which activated the suit, but he didn't press it just yet.

"Your father has taken us in during our hour of need," said the older boy.

"OK…"

"We are of Asgard," added the other.

"Oh, like Thor," Toby said, tensing a little more.

"Indeed! We are his sons," the elder said. Toby relaxed.

"Ah!" he sighed. "What are your names?"

"I am Mothi," said the older brother.

"And I am Magni," added the younger.

"I'm Toby," Toby said. "Why are you staying with us?" Mothi and Magni then told the tale of how they had been banished to Earth, or Midgard as they called it, by their father.

"Father brought us here and engaged in a strongly-worded argument with your father," explained Mothi.

"And he agreed to let us stay here," Magni finished.

"Do you have any idea how long you'll be here?" Toby asked, seated now on the couch opposite them.

"Until we are worthy," Magni answered cryptically.

"O…K…," Toby said. "Are you going to school here?"

"School?" echoed the Asgardian brothers.

"Yeah, school. You've never heard of school?" Mothi and Magni both shook their heads. "Huh. Well, it's basically a place you go to learn things."

"We have no such place on Asgard," Magni said.

"Quick question: what shape is the Earth?" Toby asked, catching the brothers off guard.

"Flat," Mothi said with a smug grin. Both of them seemed entirely convinced that it was the right answer.

"Wow…" was all Toby could say. "You guys really need to go to school."

"We shall speak of it with your father," Magni said. "This sounds like an interesting place."

"Oh, it's… interesting," Toby nodded. "Excuse me," he then added, standing up and going to find his dad.

"You are excused," he heard as he left.

* * *

"Thor's sons?!" Toby demanded. His father stood before him, rubbing his neck stressfully. "You let them live here?"

"I didn't have any choice," Tony protested. "They need somewhere to stay, and Thor is remarkably hard to dissuade."

"Aren't they going to get in the way of our training?"

"No…" Tony said, though a hint of doubt crept into his voice. "No," he added more confidently.

"And what about Ben? How can we discuss anything to do with heroism with those two around?"

"They can be trusted."

"Can they? They wouldn't know how to keep a secret."

"Well, you'll just have to find a new meeting place," Tony suggested. "I'm sorry, Toby, but there's no going back now." Toby gave up the argument; he knew his father was right.

* * *

Sarah sighed to herself as she approached the _Daily Bugle _building. For the third day in a row, she was returning to Jameson's office without so much as a photograph. She knew he wouldn't be pleased with her lack of results. But it wasn't her fault; Toby just refused to talk to her.

As the elevator rushed up toward her floor, Sarah tried to think of what she was going to tell Jameson. A ding interrupted her thoughts and she regretfully exited the elevator with her empty folder. She knocked on Jameson's glass door and he let her in, gesturing to her that she should take a seat.

"Well?" he asked expectantly.

"I don't have anything for you today, Mr. Jameson, but…"

"Nothing?" Jameson interrupted her. "You don't have a single word?"

"Well, he hasn't been that active recently," Sarah said as an excuse.

"Are you any closer to him on a personal level?" Jameson asked, trying hard to control his temper.

"He's proving… difficult," Sarah said.

"Difficult," Jameson repeated, a statement more than a question.

"Yes, difficult."

"How difficult?"

"He won't have anything to do with me. When I tried to kiss him…"

"You tried to kiss him?"

"Yes, but he didn't accept it."

"Of course he didn't; you weren't close to him – but I admire your commitment to this case," Jameson said, stroking his chin thoughtfully. "You've got until Saturday to get me a scoop on this kid, or I'm handing the case over to someone more capable."

"Thank you, sir," Sarah said gratefully. She picked up her folder and turned to leave. "I won't let you down."

"You better not."

* * *

"So, what's the plan, pops?" asked Dustin as his father pored over numerous documents and newspaper articles.

"Well, Dustin," the man answered, "you're going to put on this suit and visit young Toby."

"And by visit, you mean…?"

"Destroy." He held up a black-and-red helmet that had glowing red eye-slits and put it on his son's head. The rest of the suit unfolded from the helmet, similar in colour with a glowing red chest piece. Underneath the chest piece was a single logo:

_Hammer Industries._

* * *

**OK, this is a short one. I just thought I'd take the opportunity to add some new players to the field and establish a few plots for the next couple of chapters. How will Mothi and Magni adapt to a mortal life on Earth? Will Sarah get her big scoop on Toby? Will Toby survive his encounter with Dustin?**

**Oh, great, now you have more questions to await the answer for!**

**See you next time!**


	7. Chapter 7: Under the Hammer

**Son of Iron Man**

**At this point, I think it's only fair to warn you guys that Toby has no guarantee of surviving. One of my biggest issues when I read a story like this is that I know plot-armour protects the main character. And in book form, you can feel that there's at least the rest of the book to go. Not on the internet. Here, I'm telling you now that if I leave a chapter in a perilous position for Toby, there's no guarantee that he gets out of it. There, that should make reading this more interesting.**

**And on a lighter note, let's see what happens in this chapter…**

* * *

**Chapter Seven: Under the Hammer**

The next day, Toby arrived home from school to be greeted by Mothi and Magni.

"Hey!" he called.

"Hello, Friend Stark!" said the brothers. He waved at them before heading to his bedroom. He didn't have any training today, so he decided to see what Ben and Adrian were doing. However, when he took out his phone and sat on the bed, he saw that he had a text message. From Sarah.

'_Hey, could I speak to you?_' it read. He sighed and tapped 'reply'.

'_What is it this time?_' he typed and sent. He began to wonder how much longer he could ignore her. After a minute or two, the phone buzzed again.

'_Are you alone? If so, call me,_' the message said. Toby opened his bedroom door, checked there was no one out there and closed it again before calling her.

"What do you want?" he asked as soon as she picked up.

"Well, hello to you, too," Sarah said, affronted.

"Just get to the point."

"Fine," Sarah said, and Toby heard a sigh over the line. "I wanted to meet up with you."

"To interview me, you mean?"

"Yes," Sarah said, and Toby was somewhat impressed by her honesty. Nevertheless, he still responded with:

"Goodbye!"

"Wait!" Sarah exclaimed. Toby sighed and put the phone back to his ear.

"I'm listening," he said.

"I really need this. If I don't get an article about you before Saturday, Jameson says he'll fire me," Sarah begged.

"Good, then there will be one less reporter to worry about," Toby quipped.

"This isn't funny! I could lose my job!"

"You're at high school," Toby reminded her. "You've got plenty of careers ahead of you."

"But I love this one! Please, I just want to do a straight-up interview. And I'll be kind. Most reporters at the _Bugle_ – the ones that would replace me – will try to turn you into some kind of menace. I'll describe you as who you are: a hero," Sarah reasoned. Toby considered it. He had seen what the _Bugle_ did to Spider-Man, both as Peter and Ben. And if Sarah turned out to be like them anyway, well, he wasn't losing anything for trying.

"Fine," he said. "One piece. Where should we meet?"

"Great!" Sarah exclaimed, the relief clear in her voice. "Meet me at that coffee place round the corner from your place."

"I'll be there, Toby said finally before ending the call. He immediately went downstairs and threw on a jacket.

"Where are you going?" asked Magni as he searched the fridge.

"Out. If you see my dad, tell him I've gone to Ben's," Toby told him. It was probably best that Tony didn't know for the time being.

* * *

Toby sat across the little table from Sarah, sipping gently on a cup of coffee as she ran through her notes.

"OK, I'm just going to ask you a few questions," she said.

"Fire away," Toby said.

"How long have you been Iron Man?" Sarah asked.

"Since the day I saved you," Toby answered. Sarah immediately started scribbling some new notes.

"OK, thanks. Do you know any other superheroes?"

"None," Toby said.

"You were with Spider-Man the day you saved me," Sarah reminded him.

"Good memory," Toby said. "Yes, I know Spider-Man." He decided it was best not to reveal his identity.

"And you live in the sometimes-base of the Avengers?"

"Oh yeah, I know the Avengers, too."

"Interesting," Sarah said, scribbling notes furiously. "There are rumours that you're the first of a new generation of heroes. Can you confirm this?" Toby thought instantly of Ben.

"No, I have no idea," he replied. The interview continued throughout the afternoon, until Toby looked out of a window and noticed it was getting dark. "Have you got all you need? It's getting dark."

"Yes, this'll do me for now. Thanks for your time," Sarah said, standing up and putting her notes away in a bag. "Until next time?" she asked hopefully.

"Don't push it," Toby said half-jokingly. Together, they exited the building and Toby started to head toward Stark Tower. When he turned, he saw that Sarah was following him, despite that fact that her house was the other way.

"What do you want?" he asked.

"I just wanted to apologise for that first article," Sarah said solemnly.

"You're not going to try to kiss me again, are you?" Toby asked jokingly, his hand going to the watch.

"No," Sarah giggled. "But seriously, I'm sorry the article offended you. If I'd known that it would do that-"

"It didn't offend me," Toby assured her, "I was just trying to keep my identity secret when you told the whole world."

"But you showed _me_ your identity," Sarah said.

"I trusted you." Sarah suddenly turned away from Toby and he heard faint sobbing.

"Hey," he said softly. "Calm down."

"I'm sorry, Toby!" she burst out, and she turned to him with tears in her eyes. Toby was shocked by the sudden outburst of emotion. "I didn't mean to betray your trust like that!"

"It's… it's OK…" Toby said in what he hoped was a soothing voice. Sarah didn't reply, but she started sobbing on his shoulder. He patted her back while looking wide-eyed around the street for help from any corner.

It came from an unexpected source.

Toby heard the familiar sound of thrusters before cold metal grabbed his shoulder and he felt himself flying upward. Sarah looked up, still sniffling, as Toby was carried away.

He looked up and saw what looked like an Iron Man suit, and wondered if it was his father. But it couldn't be – where the gold on his faceplate would be was a red face with red, glowing eyes. The rest of the suit was black.

"Who are you?" Toby demanded.

"You wouldn't know me if I told you," replied a cold, calculating voice. "But your dad knows mine." His threatening tone put Toby on edge. Something told him this guy wasn't friendly.

"What's your name?" he asked.

"Dustin Hammer," replied his attacker. "But you can call me the Black Knight."

"Dustin Hammer…" Toby replied. "As in the son of Justin Hammer of Hammer Industries?"

"The very same."

"Look, I know our dads are rivals, but…"

"Rivals? Ha! You don't know how deep the rift between our families goes," Dustin laughed coldly.

"Oh, I see how it is," Toby said, his hand creeping toward his watch. "There's one thing you need to know about us Starks…"

"And that is?" Dustin enquired.

"No one rips off our armour." With that, Toby pressed the button on his watch and his suit unfolded around him. He then boosted his thrusters to 100% and blasted Dustin upward, catching him by surprise. He took hold of the other boy and performed a vertical u-turn in the air, rocketing toward the ground. "Nice try, Dustin," he said as he let go and slowed himself down, letting Dustin fall at supersonic speed and crash into the ground. A crater appeared where Dustin made contact, and the few New Yorkers who were on their way home in the area scattered, screaming. Toby landed beside him and pointed both repulsors toward his attacker, as well as both his rocket pods. He could hear the Black Knight suit recalibrating as Dustin recovered from the impact.

"Why are you here?" he demanded. Dustin was silent. Toby repeated the question, wondering if Dustin had hit the ground too hard and how good the rip-off suit's life support system was. Still Dustin was silent. As Toby began to panic, however, the suit's thrusters activated and Dustin shot forward, tripping Toby up. He fell to the ground as Dustin looped upward and hit him with a repulsor blast. Just as Toby tried to get up, he was hit by another blast which knocked him down.

"Energy levels are dropping, sir," JARVIS said.

"I can see that, JARVIS!" Toby snapped. He tried to push himself up again, but got knocked down. "Argh!" he growled in annoyance.

"Can't take it, Stark?" Dustin jeered. Toby suddenly wrapped his arm around his chest and loosed a blind shot in the direction of his voice. A scream told him he'd hit his target, and he took the opportunity to get up. He fired off a round of missiles, most of which missed but a handful of which hit their target, knocking him out of the sky.

Toby leapt into the air and flew toward Dustin with his fists out, landing a double punch. He blasted Dustin with repulsors repeatedly.

"Sir, power is running low," JARVIS informed Toby.

"Better put an end to this, then," he said, but in the split second during which he was distracted Dustin hit him in the head with a red repulsor. He flipped backward as Dustin escaped, but it appeared that he too was suffering.

"This isn't over, Stark!" he promised before beating a hasty retreat. Toby considered chasing him, but knew the suit's power levels wouldn't stand it. Reluctantly, he removed the suit and looked around. Further down the street he saw Sarah, who had recorded the whole fight on her phone.

"Oh, great," he mumbled to himself as Sarah saved the video and put her phone away before running up to him.

"You don't mind if I post that on the website, do you?" she asked, a pleading tone to her voice.

"Just go ahead," Toby replied uncaringly. He was more concerned about why Dustin Hammer had just attacked him in the middle of the street. "Look, I've got to go. See you tomorrow." Sarah waved as Toby ran to the Tower.

* * *

"Dustin Hammer?" Tony asked disbelievingly after his son had told him about the attack.

"The son of Justin Hammer, your rival," Toby said, nodding.

"I know who he is," Tony said. "What I want to know is where he got that armour from."

"Me, too," Toby agreed.

"Years ago, before you were born, Justin Hammer tried to copy the Iron Man suit – that's how the War Machine armour was created," Tony revealed.

"You mean the one Rhodey wears?" Toby asked.

"The very same. Anyway, Rhodey and I beat him, Whiplash and all his drones and sent them both off to jail. When Hammer got out he seemed to have turned a new page, but it seems from what you've said that he didn't stop working on ripping off my armour."

"And now he's succeeded?"

"Looks like it. You need to be careful out there, Toby – these guys aren't messing around. Stick by Ben when you go outside, and make sure your suit is always charged up," Tony warned his son.

"Oh, I almost ran out of power today," Toby said.

"Then we'll put in a new power chip right now," Tony said, moving toward the elevator. This was the day he had been dreading, but also the one he had planned for…

Tomorrow, he would tell his son to do something that could save his life. Until then, he would keep a sharp eye upon him. This had been a real eye-opener for Toby, too: the dangers out there were very real, and he had only just survived an encounter with a kid. What would happen if a full-fledged villain attacked… well, that remained to be seen.

* * *

"**Finally!" I hear you cry in jubilation, "a life-or-death piece of action!"**

**But don't let yourselves get carried away by your appreciation for this attempt on Toby's life. Next time, it might not be so easy…**

**And what about Sarah? Is she as bad as she first seemed? I'm not just asking myself these questions, guys, you're allowed to give your thoughts and opinions if you want. Are **_**you **_**buying Sarah's sob story, or do you suspect she's still hiding something? I haven't even written what comes next, so you know just as well as I do.**

**Well, join us next time to find out what Tony is about to suggest to Toby that is so important I had to put it off until the next chapter.**

**Until next time, true believers!**

**P.S. Three chapters in one day! It s a new personal record!**


	8. Chapter 8: Taking the Initiative

**Son of Iron Man**

**Over a hundred readers! Thanks to everyone who has read the story this far; without you I wouldn't be writing this. And thank you most of all to those loyal readers among you who have read every chapter and followed the story.**

**I'm back, and more importantly, so is Toby. **

**Just as a reminder, guys, I'm still open to character suggestions. They can have powers, or they can be regular people. After this chapter, you'll be seeing just why I need some more characters for the story. I can of course come up with them myself, but it might be nice for some of you to see your own creations here. They don't necessarily have to be children of superheroes, either. **

**At any rate, let's begin.**

* * *

**Chapter Eight: Taking the Initiative.**

At breakfast on Saturday morning, Toby sat around the table with Tony, Pepper, Mothi and Magni. He was reading a copy of the _Daily Bugle_, looking to see if Sarah had published her article yet. She had published both. On the front page was a scene from the video she had taken, which showed the moment where Toby was on the floor with an arm wrapped around his chest, shooting Dustin out of the sky. '_Knight of Iron' _was the title.

"What are you reading there?" Tony asked.

"The article about yesterday," Toby answered.

"I'll take a look at it after you're done," Tony said, and Toby nodded absently before continuing to read the article.

_**Knight of Iron**_

_**By Sarah Shilling**_

_Last night, New York City became the site of a battle between iron giants. Toby Stark, the Invincible Iron Man, was yesterday attacked by a mysterious figure known only as the Black Knight. He wore what appeared to be modified Iron Man armour, but our metal hero made short work of him, saving this reporter's life in the progress._

The rest of the article was similarly warm; Sarah had apparently stuck to her promise… for now. Toby then flipped over to the interview, _'A Date with Toby Stark'_. Despite the title, she seemed to have stuck to what Toby had said in the interview. After finishing his reading, he handed the paper over to his dad and focused on finishing his breakfast.

"Friend Stark," said Mothi to Tony, who looked up from the paper.

"What is it, Mothi?"

"Today I shall go forth to the mighty halls of 'Pizza Hut' and apply for what you call a 'job'," Mothi said proudly.

"Pizza Hut," Tony repeated, trying hard to disguise a smirk.

"It is an establishment where mortals go to feast," Mothi explained.

"I know what Pizza Hut is," Tony said. "I just can't imagine the son of Thor becoming a pizza guy."

"You do not think I am worthy?" Mothi demanded. "Am I not responsible enough for the distribution of pizza, in your eyes?" Toby placed a hand over his mouth to hide the chuckling as Magni started to stick up for his brother.

"On our homeworld, we were celebrated warriors, Mothi and I. I shall tell you now that there is no worthier person on this world for the esteemed position of pizza distribution officer," he said.

"Mothi, if you want to get a job, then do it," Pepper intervened as she saw her husband begin to lose his composure.

"Thank you, lady Pepper," Mothi said. Tony shook his head with a chuckle and returned to his reading.

"What is this?" Tony demanded after a few minutes.

"What?" Toby asked.

"This." Tony showed Toby the interview page.

"Oh, that…"

"Oh, that," Tony repeated. "What exactly is this?"

"An interview," Toby said with a hint of sarcasm.

"And what is it doing in the newspaper?"

"Well, Sarah and I were talking…"

"I thought I told you to stay away from her."

"I can handle her. Anyway, we were talking and she said something that got me thinking…" Toby then explained the conversation they had.

"Hmm," Tony hummed when he was finished. He looked from his son to the newspaper, then back again. "Luckily, it seems your trust has paid off this time," he conceded. "But you won't be so lucky next time."

"I know," Toby agreed. Then, in an attempt to change the subject, he added: "so, what are we going to do about this Black Knight guy?"

"Glad you asked," Tony said, standing up. "Follow me."

* * *

Toby found himself in one of his father's labs while Tony searched for something.

"What are you doing?" Toby asked.

"Searching for…" Tony said, seemingly struck by an idea and rummaging in his pocket, "this." He held up what Toby recognised as a holographic chip and plugged it into the desk. Toby watched as a holographic screen opened up above the desk.

"Pay close attention, son," Tony said. Then the screen loaded the data from the chip. Toby looked at the screen for a moment, looking first at the title and then the various texts and looped videos.

"This is…" Toby breathed. He looked at the title again, long and hard.

"The New Avengers," Tony finished. "Your new team."

"There are only two people on here, though…" Toby pointed out. One video was of a red-and-blue figure swinging on a web, while the other was a metal man hovering shakily above New York. Toby and Ben.

"For now, yes," Tony agreed. "But you're going to build up the team one by one."

"How?" Toby asked. "It's not like everyone goes around shouting 'I'm a superhero'."

"Start with the sons and daughters of superheroes," Tony suggested. "What about that Adrian kid?"

"Bruce's son? I don't think so. He's a clever kid and a good friend, but he just passes out when he gets angry. Something tells me he missed out on the Hulk Gene," Toby said.

"OK, well what about his brother, Ty?"

"Ty? He doesn't even have Bruce's smarts," Toby answered. Tony looked like he was going to say something, but he stopped himself. "What is it, dad?" Toby prompted.

"There's something you need to know about Ty," he said. "But you can't tell anyone."

"I won't," Toby promised.

"Good," Tony said. "Ty Banner is a clone."

"A clone?" Toby repeated, shocked. "Of who?"

"General Thaddeus Ross," Tony revealed.

"The Red Hulk?"

"The very same. He took part in an experimental S.H.I.E.L.D. cloning project, and Ty was the result. He was adopted by the Banners at age two when S.H.I.E.L.D. funding ran out for the project." Tony explained. "I don't think even he knows, so don't tell him. He surely knows about his hulk form by now, but he thinks he inherited it."

"Sounds good," Toby said. "Does Ben know about this?"

"Peter is showing him today," Tony answered.

"Why are you telling us this now?" Toby asked. "It doesn't seem brilliantly planned out yet. Must be in the early stages, still."

"We weren't going to tell you about it until we'd found you more team mates," Tony revealed. "But after yesterday…"

"I sent Dustin off crying yesterday!" Toby protested.

"Then he's going to come back with a bigger sword."

"In which case I'll get a bigger shield," Toby said.

"Exactly! The New Avengers _are _your bigger shield. Do you understand why I want you to do this?"

"Sure," Toby agreed. "Do I get to lead it?"

"If that's what it takes to get you on board."

"I'm in."

* * *

Toby and Ben stood outside the door of the apartment, having a last-minute debate as to how they would go about recruiting Ty. Ben was wearing his Spider-Boy costume, not willing to reveal his identity yet.

"I say we just take him out for ice cream and…"

"Ice cream?" Ben interrupted Toby. "How old do you think he is? Ty is only a year younger than us."

"I know, but who doesn't like ice cream?" Toby said.

"Fair enough, but we should do it somewhere less public anyway. Isn't there somewhere at the tower that we could take him?" Ben asked. Toby thought about it for a moment.

"There's my room, I guess."

"What about your dad's workshop; the one where he showed you the presentation?" Ben suggested.

"Oh, that's a good idea," Toby agreed. He then pressed the doorbell and both boys waited for a moment before Adrian answered the door.

"Toby? What are you doing here? And why is Spider-Man with you?" he asked. "Come in!" he then offered.

"Thanks, but we're here for Ty," Toby said,

"And Ty alone," Ben clarified.

"Oh…" Adrian said, a hint of disappointment in his voice. "Sure, I'll go get him."

A moment later, Adrian returned with Ty.

"What's up?" the younger, blond boy asked.

"Could we speak to you?" Toby requested.

"What about?" Toby and Ben looked first to each other, and then to Adrian, who stood behind his younger brother.

"Could we tell you somewhere private?" Ben asked. Ty looked from Adrian back to Ben and Toby.

"Sure," he said with a shrug of the shoulders. "Could you tell dad I'll be out?" he then asked Adrian.

"Sure, see you later," Adrian said. "Don't forget your coat."

"Thanks," Ty said, taking the coat his brother was handing to him and slipping it on.

"Sorry you can't come with us, Adrian," Ben said, "but it's something we need to discuss alone."

"No, I understand," Adrian said as Ty stepped out of the door. "Be back by dinner," he added to his brother, who nodded before departing with Ben and Toby. Meanwhile, he was left behind wondering who it was that Toby was with.

* * *

Toby, Ben and Ty sat at Tony's desk with the holographic screen active.

"Before I load up this holographic chip, you have to promise us both that you'll tell no one about what we're going to show you," Toby said, holding the chip in between his thumb and forefinger.

"I promise," Ty said impatiently. "What is it?"

"You'll see," Toby replied. He then loaded up the chip, and the presentation appeared on the screen. Ty stared at it for a moment while Ben and Toby watched him expectantly.

"Interesting…" he said after a while. Toby and Ben waited for him to say more, but he just stared at the screen.

"Well?" Toby prompted.

"Well what?" Ty asked. Comprehension then dawned in his blue eyes, but he didn't reply as Ben and Toby expected. "Good that you felt able to show me this, but I can't help you here."

"We think you can," Ben said after he and Toby shared a look.

"How exactly do you think I can help?" Ty demanded. Toby, growing impatient already, decided to drop any pretence.

"We know about your Hulk form," he revealed.

"What? I think you're confusing me with my dad," Ty said.

"Nope. The last we checked, your dad isn't red." Ty seemed to think carefully before speaking again.

"How do you know all this?" he asked, apparently deciding to embrace the truth.

"Two smartest boys in the school right here," Toby said smugly.

"You're not counting my brother, and anyway no amount of intelligence can account for that knowledge," Ty reasoned.

"It depends on which meaning of 'intelligence' you use," Toby said. "I can't tell you how we know this, just that we do, and a lot else besides."

"The question," Ben inputted, "is will you join us?"

"Maybe," Ty said. "But there's something I need to know first. Who are you?" he asked Ben.

"I'm Spider-Boy," he replied.

"I mean under the mask."

"Nothing gets past you, does it?" Toby interrupted. "Who's under the mask isn't important. What's important is whether you're ready to help us or not." Ty thought about it.

"Hmm…" he hummed thoughtfully. He looked at the presentation again. "Who else is in on this?"

"No one as yet," Toby replied. "We only found out about it ourselves this morning."

"Seems poorly planned and ill-conceived," Ty commented. Ben and Toby exchanged worried glances in the silence that followed. "My favourite kind of plan. I'm in." Both Toby and Ben sighed in relief.

"Great. I'll add your details to the chip," Toby said, unplugging said chip and pocketing it.

"What now?" Ty asked, looking from Ben to Toby.

"Take this," Ben said, handing him what seemed like an ordinary coin.

"What is?" Ty asked, looking closely at it.

"A communication device. When you're needed, it'll start flashing," Ben explained.

"And if I can't see it?" Ty enquired.

"It starts to beep."

"And if I accidentally try to spend it?"

"It's a Great British Pound coin. No shop you visit should accept it."

"And if they do?"

"Then we'll give you a new one and whoever has the coin won't know what it means anyway."

"Perhaps I was wrong when I called this plan ill-conceived," Ty said thoughtfully.

"Well, that's all we needed to discuss with you for now," Toby interjected. "For now, you can go home. Remember, though, don't tell anyone about this."

"Not even Adrian?"

"Not even Adrian."

"Fine. Well, I'll see you next time the world is in danger, then," Ty said, putting on his coat and walking out.

Once they were sure Ty was gone, Ben removed his mask.

"That went well," he said.

"Surprisingly so," Toby agreed.

"What's next for us, then?" Ben asked.

"I don't know. We'll have to see what opportunities present themselves," Toby said.

"And hope Dustin takes longer to regroup than we do," Ben added, to which Toby nodded.

* * *

"Son, you failed me yesterday," said Justin Hammer. He sat in his usual comfy chair while his son knelt before him on the rough carpet.

"I know, father," Dustin said sadly.

"Not only did you fail me, but you failed yourself," Justin added. "If you can't kill Toby Stark when he's only just learning to control the suit, what hope do you have of killing him once he's mastered it?"

"Give me one last chance, father," Dustin pleaded. "I won't disappoint you again."

"You'd better not," Justin said. "Or I'll find someone else to do your job for you."

"I understand."

"Now hit the training room. I want you to be ready for your next encounter with Stark."

"Yes, father," Dustin said solemnly before leaving the room. Next time, he _would _kill Toby. Now it was personal.

* * *

**My longest chapter yet! Anyway, I'm now taking suggestions for villains as well as heroes. I plan to have more than just Dustin in this story, but I'm struggling for any more villains, so if you have any ideas I'd be glad to hear them. Thanks in advance to any of you who can come up with something.**

**Speaking of villains, the next chapter will introduce a new one. I'm undecided as yet how much of the chapter it takes up, but it may even end up being a whole chapter long. **

**Also, leave a review if you want a bit of comedy in a future chapter where Mothi son of Thor is working his new job as a pizza guy. I don't know whether it would be too boring for the story or not, so that's why I'm asking.**

**Anyway, see you next time!**


	9. Chapter 9: A Girl in the City

**Son of Iron Man**

**Before we get into the story, I'd like to thank xxx-benedictbrothersfan-xxx for your regular reviews. You're one of the people who keep me writing.**

**Another of those people is Johnwolf234, and if any of you guys out there happen to like stories about wolves then he's one of the best at writing them. Go check out some of his stories, but be sure to pay attention to any warnings he may give at any point.**

**Also, if any of you happen to notice any mistakes in my writing I'd be grateful to hear them. Don't worry, I won't think you're being nitpicky.**

**Anyway, mushy thanks aside, this chapter actually takes place in the past, at first, but it crawls forward to the present as it goes on. I'll leave you guys to guess where each stage in time begins. Now we begin!**

* * *

**Chapter Nine: A Girl in the City**

The wooden chair was hard underneath the girl, but she didn't care. She was with her beloved boyfriend, sipping on a hot cup of coffee. Her legs were crossed as she stared into his deep blue eyes – a gesture which was lovingly returned by the boy.

"This coffee is perfect," she commented.

"As are you, my sweet Katie," replied Leo, her boyfriend. Katie Forde took a moment to examine her life, and concluded that it was perfect. She had a happy family, a loving boyfriend and she was doing well in school. It really couldn't be any better.

When the date was over, Leo and Katie went their separate ways with a quick kiss and a goodbye. Katie began navigating the crowds of New York on her way home. Today had been a good day.

What Katie didn't notice was that the shadows themselves were following her. In the shadow of the crowds lurked a creature that blended in perfectly. It slithered in the darkness, waiting for the perfect moment to strike.

And strike it did.

Katie had a habit of ducking into alleyways on her way home, taking the opportunity to escape the hustle and bustle of the city. As yet her luck had held out, but even if someone did decide to pick on the helpless little girl she had an ace up her sleeve: karate lessons.

But nothing could prepare her for the attacker in the shadows. It was waiting to strike.

And strike it did.

But not today.

The attacker in the shadows followed her for the next few days; always waiting, always watching. Katie didn't know anything about it until it was too late. It happened on a Tuesday, when Katie was walking home from school.

A shadow suddenly leapt up in front of her from the dark alley floor. It was small, and shone in the slight ray of sun that made it to the ground.

"What the-?" she gasped. But it was too late even for surprise. The creature of the shadows sent out tendrils which wrapped around Katie. She felt a terrible pain her head as the smooth black creature ran itself all across her body, coating her in a skin-tight layer of the ooze it was made from. Before long, it had entirely covered her from head to toe, with two large white shapes either side of the head that served as eyes. Katie could see a darkened version of the alley from within her living prison, but all she could hear were the thoughts of someone other than herself. They spoke in a cold, hissing voice, filling her mind – overpowering it. She clawed at her head, trying to pull the ooze off – but to no avail. It was stuck. Before long, Katie realised she didn't even want to remove the ooze, and subsequently she stopped trying. Under the instruction of the voices in her head, she leapt from one wall of the alley to the opposite, repeating the action and climbing higher and higher until eventually she was on the roof of a three-storey row of houses.

"_Go to the bank," _hissed the voice, and Katie happily agreed. She ran across the rooftops, jumping when the situation demanded it and landing with steady feet. She felt blood pumping through her already athletic body as the black slime added yet more power to her. After a ten-minute journey that should have lasted thirty, she found herself standing in front of the bank nearest to her previous position.

"_Enter," _the creature commanded her. Katie looked at the impenetrably locked door of the bank and did the unthinkable.

She asked a question of the creature.

"_How?" _she asked.

"_The window," _was the simple response. Katie's hand instinctively went to the wall, and she found it stuck. Curious, she placed another hand above the first, then moved the first above the second. She couldn't believe it: she was climbing the wall. Shortly, she found a window that had foolishly been left open and climbed inside. The bank was cold and draughty, presumable because of the open window. But she daren't shut it: it was her escape route.

"_Humansss!" _the voice in her head hissed. She immediately stopped moving, the black coating on her body enabling her to hide in the shadows. Sure enough, a couple of security guards were down below, swinging their torches about randomly. Once or twice the roving beams of light almost caught her, but in that time where they didn't spot her she hatched a plan. Her instincts told her to stretch an arm out toward the ceiling and flex her two central fingers, and when she did a stretch of organic webbing flew out toward where she was pointing. She pulled herself across with newfound strength and hung upside down on the ceiling, watching the two guards; observing their route of patrol. When both guards were next to each other, she descended on a web line and silently grabbed them both by the scruff of the neck before zipping back up to the roof and webbing them upside down, being sure to web up their mouths so they wouldn't scream. Certain that there were no more guards, Katie dropped to the floor. Under instruction from the voice, Katie crossed toward the door which led to the vaults. Finding it locked, she used her new strength to kick it down.

"Let's see," she said to herself as she looked at all the vaults in the walls either side of her.

"Hey! You!" called out a voice. Katie turned around and saw the single guard at the end of the corridor. "Get away from there!"

"_Kill!" _the voice screamed. But some of Katie's kindness shone through, and she only webbed the man to the wall. He could only watch as she started to crack open vaults and take the money from inside before beating a hasty retreat.

* * *

After the robbery, the shadow creature had left Katie with very little memory of the encounter. She read a newspaper the next day about a bank robbery and reacted as anyone would – with shock – but little did she know that she was the perpetrator. The night before was a blur to her, but she assumed it was a weird dream. The dream had ended with her handing lots of money to a man in a metal suit. She questioned why she would have had such a dream, but she realised it was probably her brain trying to break the pressure of being so kind all the time. More than understandable, really.

The next time the creature revealed itself, it took Katie out for another heist. This time, it was a different bank, but she took the money to the same person. After a few more comings and goings, Katie began to notice a correlation between her blackouts and the robberies. Could it be her? Surely not?

One weekend Katie was on another date with Leo when the conversation turned to the recent rash of bank robberies in the city.

"Some crazy stuff, huh? I hope they catch whoever did it," Leo said. By this point Katie was vaguely aware of her role, but she didn't yet wish to accept it.

"Yeah," she agreed absently.

"Yeah?" Leo echoed. "That's all you can say?"

"I agreed with you, didn't I?" Katie snapped. Leo seemed to struggle with something internally, something that had been troubling him for a while.

"What's wrong with you?" he blurted.

"What?" Katie demanded.

"You haven't been yourself recently. You've been cold, mean even," Leo replied. "You're not the girl I love any more."

"Don't you dare say that!" Katie hissed.

"That's exactly what I'm talking about!" Leo stated. "I'm sorry, I have to go." He stood up and left without another word, leaving Katie to ponder her outburst and its cause.

* * *

Things were looking desperate for Katie. She had driven her love away; her family were growing ever more distant. The creature kept visiting her in the night, and the crime spread. The police were baffled and so was Katie. But there was one thing she knew: she would find out what had gotten into her – she just wasn't sure how.

Then one day the answer came to her in a newspaper.

The article she read told her of the debut of Toby Stark as Iron Man, and she figured that if anyone could help her it would be the superhero son of a genius. So she tracked down Toby Stark.

"Hey, Toby!" she called out in the middle of the street the next day. The harassed-looking teen turned toward the sound of her voice and saw that she was behind her.

"Who are you?" he demanded, clearly stressed. "What do you want?"

"I want answers," Katie replied. "And I think you can give them to me."

"Well, I am very clever," Toby said. "But you still haven't answered my first question."

"I'm Katie Forde," she replied. "Now you answer my question."

"And that is?"

"What's happening to me?" Katie demanded. Toby looked at her as if she was mad, and she didn't blame her: she was questioning it herself.

"What do you mean?" he asked slowly.

"Have you been reading the newspaper?" she asked back. A mysterious look came into his eye.

"If this is about the whole Iron Boy thing I assure you it's all rubbish generated by the media," he said, making to walk away.

"It's not," Katie said, stopping him. "I need your help."

"Go on then, what with?" he sighed.

"Could we discuss it somewhere private?" Katie asked.

"Did Sarah put you up to this?" Toby suddenly demanded.

"Sarah? Who's Sarah?" Katie asked, genuine confusion in her voice. Toby studied her for a tense moment.

"Follow me," he said.

* * *

Katie was in Toby's room, sat on the bed. The boy was reading the various newspaper clippings she had brought with her at his desk.

"Bank robberies," he thought aloud. "All in a different place; all by the same perpetrator. But no one knows who…"

"I know," Katie interrupted him. "I know who it was."

"You've seen beneath that mask?" Toby asked. Katie was silent for a moment.

"I was beneath that mask," she admitted. Toby looked at her for a moment.

"You?" he asked, a surprised tone in his voice.

"In a way."

"In a way?" Toby demanded. "What do you mean?"

"It's me, but it's not… me. Look at the pictures; look at the costume."

"I'm looking."

"It's not a costume – it's a living creature. It relies on a symbiotic relationship with a host: me. What I want to know is what it is."

"Well then I can't help there. Mysterious biological occurrences aren't my specialty," Toby said.

"You can't help?" Katie asked.

"I'm afraid not. But perhaps given time…"

"You won't help me?" Katie interrupted.

"I would, but I don't know…"

"Clearly," Katie said, standing up and shouldering her bag.

"You're leaving?" Toby asked.

"You can't help me," Katie replied before leaving. Toby Stark, her one hope, had failed her.

* * *

With her last hope gone, Katie now felt entirely alone in the world. But somehow she sensed it wasn't over yet. Far from it. So it came as little surprise when a boy around Toby's age came to her about a week later.

"I hear Toby Stark has failed you," said a voice. Katie whirled about and saw the boy. He wore a suit and tie, clearly under the impression he was there on business. "I'm Dustin Hammer," he said with a smile.

"Katie Forde," Katie replied.

"I know who you are," Dustin said. "I hear you're having some trouble with a symbiote?"

"How do you know that?"

"I have my ways. How much do you know of your little friend?"

"Not a lot," Katie admitted. Dustin looked pityingly at her.

"Then it's a good job I'm here," the boy said. Katie shivered as she looked out from the bridge, the cool night air only one of two causes.

"What do you know?" she asked.

"More than you," Dustin replied.

"How can I know that for sure?" she demanded.

"You will, in due time," he said. "For now, I can tell you one piece of information that will act as a promise of what's to come."

"And that is?"

"Its name." Katie observed Dustin for a moment, trying to gauge how trustworthy he was.

"What is it?" she asked before making any decision.

"It's gone by a lot of names in its time," Dustin said. "But it's primarily called Venom."

"How can I learn more about this?" Katie asked after a moment of silent contemplation.

"Come with me," Dustin answered, holding out a hand. Katie examined the boy yet again, weighing up her chances. In the end she realised she had nothing to lose. She took his hand.

* * *

**The end! Ah, so it **_**was **_**a whole chapter after all! For those of you who didn't pick it up on the way, the beginning of this chapter was in the past. It crept into the first week of Toby being Iron Man at about the time she spoke to him and then the time she met Dustin was after the battle. So now we're right back up to the present. Do you guys feel as sorry for Katie as I do? Because let me tell you, it was difficult to write a whole chapter about pretty much ruining a girl's life. But it's necessary for the story, so that's what I did. Do not think less of me!**

**In the next chapter we'll be back with Toby and the beginnings of the New Avengers. Possibly a pizza-man-Mothi moment, too, if I get any requests for it before I reach that point in writing.**

**Until next time, true believers!**


	10. Chapter 10: Revelations

**Son of Iron Man**

**First of all, I'd like to apologise for the lack of updates recently. I've found myself left behind at the inspiration station while the train leaves without me. Why do I make everything I say into such complicated metaphors, I hear you ask? Actually, I was hoping you would know…**

**Well, I had the beginning of a chapter involving a visit to Mothi at his new job, but after all this time I think it would be unfair to make you read through a trip to Pizza Hut. So, instead, please enjoy this chapter in which we explore a few characters who may play a part in the future. This will be a bit like that other chapter which planted the seeds of new plots.**

* * *

**Chapter Ten: Revelations**

Emily Frost walked down the street toward her home. It was a large house, but not large enough to be considered a manor. She opened the door and entered, calling a greeting even though she knew her mother would be at the X-Mansion. Once in her room, she threw her bag onto her desk and sat down on her bed. It had been a busy day for her. Three boys had asked her out today, and Toby Stark still wasn't showing the slightest bit of interest in doing the same. Perhaps she would have to... make the first move. She'd never had to ask someone out before. Shaking her head in exasperation, she crossed to her wardrobe and began to unbutton her shirt, looking to see what she would wear next. While looking through the wardrobe, she came across a white uniform that her mother used to wear.

"You're a beautiful girl, Emily," Emma had told her, "use it." She paused in the middle of undressing and examined the outfit, which consisted of a tight white top which would reveal her navel and matching trousers. The top had a white cape attached to the back.

**At this point I'd like to point out that this is genuinely the sort of thing Emma Frost wore and would say to her daughter, since she canonically believed it herself. The characters are mostly starting out in their parents' old costumes. This isn't what I want, but what I feel the characters would do. So, that potential stain on my reputation dealt with, let's continue.**

As Emily looked at her mother's old costume, she remembered the rest of the conversation she had with her mother.

"You're special," she had said, "and by now I think you've realized it. You're a mutant just like me."

"Please don't tell anyone," Emily implored her mother. If the kids at school knew she was a mutant, it would ruin her.

"I won't, don't you worry. What can you do?"

"Well, I... have a diamond form," Emily said quietly, despite the fact that they were safely in their home.

"And?"

"Sometimes I hear people's thoughts."

"Anything else?"

"Well, earlier some sort of laser came out of my eyes."

"I thought so..." Emma said thoughtfully. "Here," she said, handing her a pair of red sunglasses. "This will help. Never take them off. They were your father's. "

"I won't," Emily promised, putting them on and looking in the mirror. She suddenly burned with questions about her father, but she knew Emma wouldn't answer them.

"You need to use your gifts for good. The X-Men will hold you back, so you'll have to do it alone," Emma said. Emily took her mother's costume and held it in front if her, looking in the mirror.

Presently, she looked into the same mirror with the same costume and the same glasses. She still didn't know a thing about her father, but she at least knew her place in the world. She was a hero just like Toby; if only he could see it. She put the costume on and ran out of the house and into the streets. Perhaps she'd find Toby and show him what she could really do.

Mere moments after entering the rougher part of town, she heard a scream from a nearby alley. She ran into it to find three men and a woman, the men apparently mugging the woman.

"You guys never learn, do you?" Emily asked from behind the men. They turned toward her before stopping to stare. The middle one's jaw literally dropped as he stared at Emily. "My eyes are up here."

"When do you get out of school, sweetheart?" the one on the left asked.

"Wow, that's just gross," Emily commented. She then kicked one of the muggers in the head, causing the other two to draw guns. Emily responded by turning into her diamond form. Two bullets bounced off of her before she punched the other two out. She helped the trembling victim up, making sure she could stand before disappearing. From the shadows emerged a reporter: Sarah Shilling.

* * *

The next morning, Toby Stark was reading a newspaper at breakfast. The headline on the front page was what had drawn his attention:

_**New Avengers?**_

_By Sarah Shilling._

_"How did she find out?" _Toby asked himself. He decided to keep reading.

_A recent increase in teenaged superhero sightings has had the question on everyone's lips: Could we be seeing the next generation of Avengers? We've had Toby Stark as the new Iron Man, a Spider-Man who is quick to assure us he is Spider-Boy and now a girl made of diamonds. How many more young heroes will we be seeing, and are they going to be able to protect us? Only the test of time can tell._

Toby breathed a sigh of relief; at least Sarah didn't actually know. The 'girl made of diamonds' drew his attention and he looked for a picture. To his dismay, the only image was the symbol of the Avengers. He skimmed through the rest of the paper while drinking his orange juice before getting ready to go out.

"Going somewhere?" Tony asked.

"I've got a lead on a new teammate," Toby responded. Once out on the helipad, he activated his suit and shot up into the sky. He pondered whether to call in Ben, but he thought it might be best to go alone. This 'diamond girl' was likely to be scared by her powers, and if any more than one superhero came after her she'd be understandably concerned. He didn't know where to find her, but he knew where to find out where he could. The Daily Bugle building came into view on the horizon and he flew toward the door, landing and removing his suit. He walked into the lobby and crossed to the desk.

"Is Sarah Shilling in today?" he enquired. The office worker checked a file before responding.

"Yes. Do you know where to find her?"

"I do," Toby replied. The secretary handed him a visitor pass, which he threw away as soon as he found a bin. "Like people won't recognize me," he muttered. He stepped into an elevator and pressed the button for Sarah's floor. The elevator jolted upward before coming to a halt. He stepped out into a series of open planned offices before walking toward Sarah's.

"Ah, Toby," Sarah said as she saw him approach.

"Sarah," Toby replied.

"Do you want something?" Sarah asked.

"Someone," Toby corrected her. "I read your article this morning."

"It was good, right?"

"Sure. You mentioned a third superhuman, right? What do you know about her?"

"She stopped a mugging yesterday."

"Anything else?"

"Her identity, but I've learned from my mistakes as far as that goes," Sarah said.

"I need to find this girl. What'll it take to get you to break that habit?" Toby asked.

"A date," she replied immediately. "Not a proper one," she added quickly, "just an interview. You know, since the last one was called 'A Date with Toby Stark'. I was thinking of doing a follow up, like 'a sec-'"

"Fine," Toby interrupted impatiently. "Call me later and we'll set something up." Sarah smiled and gestured for him to come closer. He bent down and she placed her lips by his ear.

"Emily Frost," she whispered. Toby thanked Sarah before leaving hurriedly.

Toby landed outside of Emily's house and knocked on the door, still in his suit but with the faceplate raised. Emily answered it. Seeing who it was, she flipped her hair back with her hands and leant against the door frame, arching her back and extending her body outward.

"Toby, what are you doing here?" she asked, her voice unnaturally sweet. She continued to brush her hair with her hands as they spoke.

"Is your mother home?" Toby asked.

"No, she's out with the X-Men," Emily answered. "Would you like to come in?"

"If you're sure we can speak in private?"

"Sure, there's no one in here but me." Toby nodded slightly and stepped into the house as Emily moved out of the way. She led him to the living room, where she sat on one sofa and gestured to him to sit on the other. She stretched herself out as he sat, lying on her side. "So, what do you want?" Toby decided not to beat around the proverbial bush and simply went straight for what he needed to know.

"I've been reading the newspaper recently. Interesting stuff," he began. Emily looked visibly uncomfortable, but disappointment was prevalent. "Are you okay?" he asked.

"Yes, I just... thought you were going to say something different. Never mind..." she replied dully.

"Anyway, earlier I saw an article about a girl made of diamonds stopping a mugging. The reporter described a beautiful girl about our age," Toby explained. Emily grew yet more uncomfortable. "I don't suppose you know anything about that?"

"You think she's beautiful?" Emily asked, avoiding the question.

"Of course. But then, who doesn't? So, you don't know anything?" he pressed.

"I'm afraid not," Emily said. She stood up and crossed over to Toby's sofa, sitting beside him and folding her legs up beside her, angling herself toward Toby. "Is there anything else you want?"

"No, no. Except..." Toby trailed off. Emily looked interested. "Doesn't your mum turn into living diamond?" Emily sighed.

"I told you she's been out lately," she said, annoyed.

"I'm not suggesting it's her. This girl had ruby coloured sunglasses," Toby said, looking into a pair of glasses of the same description. Emily squirmed slightly.

"Please don't tell anyone," she implored him.

"I won't. There is, however, something I wanted to ask you."

"Anything," Emily said, placing a hand softly on Toby's knee. Toby shook slightly, but he retained his composure. He still had a job to do.

"Well, there have been a lot of young heroes like us emerging. But there have also been villains. I'm not talking about the muggers you've been tackling, but evil superhumans. Individually, we won't always be able to fight them. But as a team..."

"We could beat any threat," Emily finished enthusiastically.

"Well, that's the idea, at least," Toby agreed. "You seem passionate about the subject."

"Let's just say I've got reasons to want crime off the streets," Emily said darkly.

"Well, I can't promise we'll wipe it out entirely, but we'll certainly make a difference. Can I take it you're in?"

"Anything to help fight the good fight," Emily said. Toby gave her a coin and explained its use.

"I'm glad you'll be joining us," he finished.

"I'm sure it'll be good fun - wait, there aren't any nerds on this team are there?"

"No," Toby said slowly, thinking of Ben. Of course, he wasn't going to reveal his identity for a while, and by then he'd surely have earned Emily's respect.

"Good," Emily said. Silence fell. It was a thoughtful silence for both. Toby saw Emily's lips parting as if to speak at least twice.

"Well, if there's nothing else, I'd best be going," Toby said at last.

"No," Emily said, placing her hand on Toby's knee again. She looked like she was trying to say more, but couldn't. She then seemed to grow annoyed with either herself or him. "Don't do this to me, Toby!" she exclaimed, frustrated.

"Do what?" he questioned, his eyes wide with panic.

"Make me admit that I - ugh! Usually it's the other way around!" Toby was actively worrying now.

"What is it?" he pressed.

"I've been trying to make you see it all morning, but you - forget it..." Emily moaned exasperatedly, but she showed no signs of doing so herself. "Are you just not interested? Am I doing something wrong?"

"Look, I'm a genius and even I don't know what you're talking abou-" Toby began, but he was interrupted. Emily was suddenly on top of him, staring into his eyes through her sunglasses. Before Toby realised what was happening, their lips met.

"Oh," Toby breathed before he was silenced once again.

* * *

Meanwhile, Ben walked through Central Park alone. He left the footpath and walked across to a cluster of trees. Away from the public eye, he began to repeat a pattern of low whistles. After a minute or two, he stopped and listened for a telltale rustling. From some nearby bushes emerged a large, light grey canine followed by a grizzled, stiff white one. They looked up and, seeing Ben, their tails started wagging. The two wolves padded toward him, the grey one in leaps and bounds and the older white one with a visible struggle.

"Hey guys!" Ben chuckled as the younger of the wolves jumped up and began vigorously licking him.

"Young Ben," the older wolf said fondly. These two wolves were not only remarkable for the fact that they had been hidden in one of the most packed parks in the world for a number of years, but also because of their origins. Lupos, the older of the two, started adult life as an experiment in a lab. The result was an extended lifespan, the ability to talk and a muscular humanoid form. After helping Peter Parker to defeat his less noble brethren, Lupos had found a home here and had Lupin, who was born with the same abilities. The Parkers and the wolves had kept in touch, with Ben and Lupin growing up as friends.

"How's your dad's job treating you?" Lupin asked.

"It's certainly interesting," Ben replied. "In fact, I was hoping to talk to you about that."

"Go on," Lupin invited him.

"Well, Toby and I are putting together a team of superheroes..."

"And you want me?" Lupin deduced.

"I want to offer you a place on the team. It's up to you whether you take it." The wolf was silent in thought.

"What advantages does it hold for me?" he asked.

"You'll make new friends," Ben offered. Lupin looked unconvinced. "You'll get to hang out with me a lot more." Lupin still wasn't sure. "I'll give you a treat," Ben added half-jokingly.

"Now you're talking," Lupin said, his tail wagging.

"Great!" Ben exclaimed. "But, err, there's one other thing..." he pulled out a collar with a coin as the tag and grinned sheepishly.

"You're joking, right?" Lupin questioned. Ben shook his head and explained why it was needed. "...fine," the wolf conceded. "But not too tight." Ben grinned and put the collar on Lupin.

"If you can think of any other way to keep the coin on your person, go ahead. Until then... welcome to the Avengers."

* * *

**With a whole chapter written, and a long one at that, I think it's safe to say I'm BACK! What do you guys think of these new recruits? For those of you who either don't remember or haven't seen it, you can see the adventures of a younger Lupos and Peter Parker in 'Rise of the Cross-Species'. As I recall, it was unfinished... by about a whole story. Still, you can see what I did do if you want to know the wolves better.**

**Ah, it's good to be back! Look forward to the next chapter within the next few days.**

**Until next time, true believers!**


	11. Chapter 11: Some Assembly Required

**Son of Iron Man**

**Told you I was back for good, didn't I? Strap in, kids, we're about to see the New Avengers in action.**

**If any of you are wondering, I have seen the new Avengers film, but I'm leaving the new characters out for now.**

* * *

**Chapter Eleven: Some Assembly Required**

It was Sunday morning and Toby was reading the morning newspaper. He had spent the majority of yesterday with Emily and the evening with Sarah, and her interview was in the _Daily Bugle _this morning.

_Sarah: Thanks for joining me._

_Toby: No problem._

_S: So, I see there are a few of you heroes around now. Can you confirm whether there's going to be a team? A kind of new Avengers?_

_T: I really couldn't say. What matters is that we're all out there fighting._

_S: And... is that lipstick on your neck?_

_T: Uh... yes..._

_S: Who's the lucky lady?_

_T: I probably shouldn't say. I have enemies who would take advantage of that information._

_S: Of course. Speaking of which, it's been a while since we last saw the Black Knight. Has he given up, do you think?_

_T: I'm sure he's still out there, but I promise to keep everyone safe from him for as long as I breathe._

The interview continued, but Toby was interrupted when his phone buzzed. He answered it, seeing it was Ben.

"Hey Ben, what's up?" he asked.

"I found us a new teammate," Ben revealed.

"So did I, actually."

"Really? Great! Now, what's this about a girlfriend?" Ben asked slyly. Toby sighed.

"You'll find out soon enough," he said. "Anyway, we should all get together; meet our new friends."

"Lunch at that restaurant near your place?" Ben suggested. "Wait... they wouldn't let him in. What about a picnic in central park?"

"Sure," Toby said uncertainly. What had Ben recruited?

* * *

Ben sat on the wooden bench with Lupin sat beside him on the grass. He felt a little odd in his costume, but it was necessary to protect his identity. Still, at least Toby and their new teammate would be wearing their costumes, too. He wouldn't be the only one, at least.

"Will they be long?" Lupin whined. " I hate pretending to be your pet."

"Well, it's necessary. You know what people will do to you if people find out about your abilities. Speaking of which, try to be a little quieter," Ben explained softly, knowing he was pushing his luck. Lupin's ears fell and he whimpered slightly, but he didn't speak. "Hey - there they are!"

Toby walked toward them, his armour clinking and whirring and his faceplate raised. On his arm was a beautiful blonde girl with ruby red sunglasses and a white outfit which exposed her midriff. Ben recognised her, but only because he knew her. Toby Stark was with Emily Frost.

"Who's this?" Ben asked, forced to pretend he didn't know her.

"This is Emily Frost, daughter of Emma Frost. Emily, this is Spider-Boy, " Toby said by way of introduction.

"A pleasure to meet you," Ben replied in a deeper voice than his natural one.

"And you," Emily responded, shaking Ben's outstretched hand. They sat, Toby opposite Ben with Emily on his right.

"So, where's your guy?" Toby asked.

"Right here," Ben answered, and Lupin jumped up beside him. Toby raised a quizzical eyebrow while Emily's face contorted into utter shock.

"That dog?" she asked doubtfully.

"I'll have you know that I'm a wolf," Lupin said defensively, causing shock for Toby and Emily.

"You found a talking wolf?" Toby asked.

"I've actually known him for years. Dad met his dad in a laboratory where he was being experimented on, granting him - and his descendants - the power of speech, as well as other things," Ben explained.

"Well, I mean no offence to your friend but a talking wolf isn't going to do us much good," Toby said. Emily nodded in agreement.

"Oh, he does more than talk. You'll see once we get some action," Ben assured them.

"If you can promise me he's not just going to die, then I'm willing to give him a chance," Toby conceded. Emily shook her head exasperatedly.

"I promise," Ben said.

"Well then, welcome to the team..."

"Lupin," the wolf finished for him. Emily, who had been growing visibly more irate, sighed.

"So now we're letting animals join?" she asked. "I thought this was more serious than that."

"Just give him a chance," Toby said, looking imploringly into her eyes.

"...No, I can't. This is just ridiculous - I mean, this guy won't even tell us who he is!" Emily said, pointing to Ben.

"Do you trust me?" Toby asked her.

"Yes, of course, but-"

"Then trust them," Toby implored her. Emily looked a while at Ben and Lupin before slowly shaking her head.

"I'm sorry," she said softly, rising from the table and turning to leave. "I can't." Toby watched her leave before running after her. At that moment, Ty arrived.

"Just got your message," he said. "What's up with them?" he then added, gesturing to Toby and Emily.

"A bump in their relationship," Lupin replied. Ty nodded before performing a double take.

"Ben, you've got some explaining to do."

* * *

As Ty sat down and Ben petted Lupin sadly, Toby caught up with Emily.

"Emily, wait!" he called out. Emily halted and turned, placing her hands on her hips and frowning.

"Sorry Toby, but I have difficulty trusting people since my... father..." she trailed off.

"But you trust me, right?" Toby asked. Emily nodded slightly. "And I'm leading this team. You think I'd pick anyone but the best?"

"I... guess not," Emily said.

"You would be able to tell if I was lying, right?"

"I guess so, but it doesn't always work."

"So, will you give us another chance?" Toby asked hopefully.

"I guess," Emily said. Toby grinned.

A yelp sounded behind them and Toby's faceplate lowered by instinct. He turned to see the last person he expected to see: the Black Knight. Dustin hovered just out of reach of Ben and Ty, holding a struggling Lupin in his arms.

"Nice dog," he commented. "Shame if something were to happen to it." Toby jetted up into the air and flew toward Dustin, but a web pulled him back down to earth. He looked across at Ben, confused.

"Wait a moment," Ben said with a knowing grin. "He's taken the wrong hostage." He then added to Lupin: "Go ahead!" The air filled with a warped howl as Lupin seemed to grow in size.

"What the-?" Dustin exclaimed as he realised he was suddenly holding what was essentially a wolf version of the Hulk, if a little smaller. As his thrusters struggled to keep him the air, Dustin shrieked as Lupin began to claw at his armour, howling in fury. The others watched in awe. Before Ty could even make himself moderately irate, Lupin had Dustin on the floor.

"Who's top of the food chain now?" Lupin asked with a dangerous laugh as he ripped Dustin's faceplate off to reveal the very image of terror.

"D-Dark Avengers!" he cried out, "Assemble!" As the public fled, from the bushes emerged a girl covered in a black ooze and a man with dark hair, dark eyes and a very big gun.

"Venom!" Ben exclaimed.

"Katie!" Toby said at the same time. Toby remembered the scared girl who had come to him when he first became Iron Man, while Ben recognised the symbiote from his father's stories. The other man, however, neither of them recognised. He was muscular and had sharp black tattoos all over his head. Emily, however, gasped as she saw his face.

"You know him?" Toby asked her.

"He was one of the muggers I stopped the other day," Emily revealed. "The really creepy one."

"You caught me unprepared, little girl" the man said, loading his gun. "Not this time." He fired, but in the split second the bullet took to fire Emily took her diamond form. The bullet bounced off her. As Lupin continued to fight Dustin (who was losing spectacularly), Ben leapt toward Katie and the two began to do acrobatic battle. Toby and Emily stood side by side, arms crossed unimpressedly as the ex-mugger fired bullet after bullet at them. Ty, meanwhile, was busy working himself up.

"Are you done?" Toby asked, a hint of boredom in his voice. When the pepper of bullets continued, Toby raised a hand and blasted the man to the ground. He then left Emily to finish the job she started and flew over to Ty.

"I knew I shouldn't have recruited you," he spat at the still-not-angry boy. Ty looked at him, offended. "I mean, you can't even become your hulk form," he continued. Ty's face reddened in anger. "What use do you have?" he finished. Ty shouted something nondescript as the redness spread throughout his body and his muscles built up. "That's it! Now use that anger and pound these guys!"

"HULK SMASH!" Ty shouted, leaping up and bounding off. Toby saw, out of the corner of his eye, Dustin trying to escape, his flight somewhat shaky. He blasted up after him, tackling his enemy in midair. Below him, Emily was now battling her enemy and Ben was still leaping around with Katie. Toby looked down briefly and couldn't help but sigh: Ty had gone straight for Lupin, unable to remember his allies and seeing him as the biggest threat. The two musclebound giants where hitting chunks out of each other, Lupin in an attempt to defend himself.

Ben leapt over Katie, kicking her in the head as he did. She retaliated with a web, pulling him down and hitting him several times.

"We will destroy Sssspider-Man!" she hissed in a rasping voice. Ben grimaced and pushed her off.

Emily blocked a punch, only withstanding it because of her diamond skin. Up above, Toby angled downward and rushed Dustin to the ground. Dustin tried to resist, but his armour was malfunctioning and he crashed into the ground.

"Uhhhh..." he moaned. "Retreat!" He flew away, but Toby let him go. Following their leaders, the two teams broke up their fighting. Dustin's team ran while Toby's allowed them to do so.

"We'll meet again," Katie promised before swinging away. That only left Ty and Lupin to worry about.

"Help!" Lupin exclaimed, overpowered. Toby flew over and blasted Ty, drawing his attention. The Hulk ran after Toby, who flew just out of reach. As Ty started leaping up to try and catch him, Lupin crept up behind him and, mustering all his strength, punched him into unconsciousness.

* * *

Ty awoke, feeling soft grass beneath him. He heard the voices of his teammates.

"Well, that could have gone better," Toby said.

"I thought we did well," Ben disagreed.

"Until Ty started trying to beat the fur off of Lupin," Toby agreed.

"I did what?" asked a groggy Ty.

"You don't remember anything?" Toby questioned.

"Not really," Ty said. "Just anger."

"Well, we won," Toby informed him.

"They're still out there," Emily corrected him. "I wouldn't call that a victory."

"We were unprepared, and at any rate too much was going on to bring them in. They've used the same idea we have: strength in numbers," Toby explained.

"So, to take them out we need to target one at a time?" Ben put forward.

"Precisely. But first we need to find out more about them, and for that we need to take a prisoner."

"I bet I could make the mugger talk," Emily said.

"Done. Now we wait for an opening..." Toby finalised. With their next move set, the Avengers went their separate ways.

* * *

A cold wind blew through the abandoned factory, carrying with it old newspapers and litter. Dustin Hammer sat on an oil barrel, swinging his armoured legs in an attempt to distract himself from his anger. Before him stood Ricardo, the mugger, who was polishing his gun. Katie hung upside down from a web attached to the ceiling, the mask of her symbiote no longer covering her head. She swung slowly from side to side like a pendulum while Dustin watched for a minute. He tried to control his anger. But it all burst forth.

"You're both idiots!" he shouted. Ricardo dropped his gun and Katie fell to the floor in surprise. "The only reason we're not dead is that their big guns were dumber than you!"

"We were outnumbered, boss," Ricardo complained.

"Then we need to outnumber them! You must have contacts, right? They have muscles, so we'll get an army!" Dustin instructed him. "And you!" he pointed an accusative finger at Katie, "that symbiote must be useful for something. Find me more members!"

"And what will you do?" Katie asked, her hands on her hips.

"I will continue to pay you not to ask STUPID QUESTIONS! GO!" he screamed. Katie swung out on a web and Ricardo picked up his gun and ran toward the door. Dustin sighed. Father would not be happy.

* * *

**Another day, another chapter. So, what do you guys think of the first battle for the New Avengers? Too much going on, perhaps? We'll just say I was trying to show how confusing it was for the characters. In the next chapter, Toby attempts to get Magni acquainted with school as well as seeing how the school reacts to his new girlfriend. If he can keep her that long, of course...**


	12. Chapter 12: The Hunt

**Son of Iron Man**

**OK, I know I said in the last chapter that we'd see Magni go to school, but even I don't want to read about that so soon after the action of the last chapter. Instead, we'll see Emily's attempts to find and capture Ricardo. I'll lump schoolboy Magni and pizza man Mothi into the next chapter... or the one after that...**

**I'd also like to thank ItsZokune for your kind review. I'm glad you're satisfied with the new chapters. And here's another one! My, am I kind?**

* * *

**Chapter Eleven: The Hunt**

Emily opened the front door and called to her mother, but no one replied. She sighed as she climbed the stairs and dropped her bag on her bedroom floor. Closing the curtains, she unbuttoned her shirt before fishing out her costume from the wardrobe. She finished changing and brushed her hair while looking at herself in the mirror.

"Perfect," she said admiringly. After she was sure she was ready, she took off into the city. There had to be a quicker way to travel...

Emily tapped into her mind reading abilities and listened out for people who might know something.

_"I can't believe this! Ricardo on a team of supervillains?" _she heard. She concentrated harder and pinpointed the man's location. She entered the space between two buildings and walked through the alley, coming to an open space away from the public. There was a man there, sat on a crate with the Stark Industries logo on it. Even after all these years, the weapons were still available on the black market. He was reading the _Daily Bugle, _whose front page told of the battle yesterday.

"Whatcha got there?" she asked sweetly, and the man dropped his newspaper in shock.

"You-you're that diamond girl in the newspaper!" he stuttered.

"I sure am," Emily agreed. She placed her hands on her hips and threw her body forward. "You wanna share what you've got there?"

"I-I don't know..." the man said, visibly flustered.

"Go on - impress me," Emily pressed, batting her eyelids slightly. The man wiped a bead of sweat from his brow, but then stood up and feigned confidence.

"Well, I've got my hands on some pretty rare toys," he said, walking closer to Emily, who didn't move.

"What are they?"

"Guns, outlawed even before Stark stopped making weapons," the man revealed.

"Cool. You got many clients lined up?"

"Sure, there's - wait, I see what you're doing!" he exclaimed. Emily walked slowly toward him and placed a hand on his shoulder, looking deeply into his eyes.

"Do you?" she asked in a low voice.

"Yeah... you're trying to trick me," the man said. Emily brought her face closer to his. The man tried to avoid her gaze, looking down but instead seeing something that made him even more nervous. He looked back up and brought his face forward, pursing his lips.

"Nuh-uh," Emily said playfully, dodging out the way. "Tell me about Ricardo, first." The man was conflicted, looking longingly at Emily's lips.

"Fine! He called me late last night; told me to buy this stuff for him. Said he'd give me the money," he revealed.

"Why?"

"Because of you. He said these things could bust even your hide," he continued.

"Where is he?" Emily prompted.

"You'll find him at the nightclub not far from here. You know, Crazy Nights," he answered.

"I know the place."

"Yeah. That's where we were going to make the exchange. Eleven tonight," the man finished. "Is this when you make it worth my while?"

"Absolutely," Emily said, leaning forward once more. The man did the same, closing his eyes. Before their lips could meet, he felt a hard object hit the side of his head and was out cold. Emily shook her arm off as her diamond skin receded. She then blasted a red blast out of her eyes and destroyed the weapons. She then pressed a hand to her ear, activating the communicator.

"Toby, I have a lead on Ricardo," she said. "I'll need a pickup at about ten thirty."

"Sure thing," Toby replied. "I've been working on something for you."

"Aww, you have? That's so sweet," Emily said. "What is it?"

"You'll see," Toby said teasingly.

"Ooh, I love surprises!"

"So anyway, how'd you like to come round mine for dinner? My parents are taking Magni to see Mothi at Pizza Hut tonight, so we'll be alone," Toby offered.

"Aren't you going with them?" Emily asked. Toby scoffed.

"It's Pizza Hut. Not even Mothi trying to be a normal guy can make that better than dinner with you," he said. Emily's cheeks went slightly red.

"OK, when should I be there?" she asked.

"Get here at about seven and we'll eat at half past. That'll leave about two hours after until you need to go."

"And what'll we do during those two hours?"

"I guess we'll see where the night takes us," Toby said.

"Wait - won't your parents be back before then?"

"Doubtful. I've arranged an agreement with Magni. He's going to stall them."

"How?"

"Not sure. Should make an interest story tonight, though," Toby chuckled. "So, see you there?"

"What girl could say no to that?" Emily answered. She then ended the transmission and looked down a the unconscious weapons dealer. "Sorry, hon, I've just had a better offer."

* * *

Toby sat at the two-person table, dressed in a black suit and tie. He checked his cufflinks were on correctly and, satisfied, sat back in wait.

"Sir, a rather attractive young lady is at the door to the tower," JARVIS announced.

"Let her up," Toby instructed him.

"Right away, sir." After a few minutes, the elevator dinged and Emily emerged wearing a black dress which contrasted with her usual costume. The dress had a deep 'V' in the front and the skirt half halted above her knees.

"You look stunning," Toby said, standing up and straightening his tie.

"As do you," Emily replied, extending a hand which Toby took and kissed softly.

"Thanks for coming," he said. "Dinner will be ready in thirty. In the meantime, perhaps you'd like to join me on the helipad?"

"I'd be delighted," Emily replied. The two linked arms and walked out into the air.

"Beautiful, isn't it?" Toby asked, leaning on the rail and looking out. Emily stood beside him.

"It'd look better without all the scum on the streets," she commented.

"Hey - we're just starting out," Toby said comfortingly. "Things can only get better."

"You're right, Emily agreed. She then shivered slightly.

"You're cold," Toby observed. "Shall we go in?"

"Sure," Emily said. They went back inside.

"Sir, your meal is ready," JARVIS informed him.

"Thanks, JARVIS," Toby said. "Take a seat," he then added to Emily, who did as she was asked. Toby crossed to the kitchen and took the meal, placing a lid over the platter. He put it in the middle of the table and took the lid off, revealing a whole roast chicken on a bed of vegetables. He scooped up the vegetables and shared them between the two plates before taking a knife to the chicken. He served it up before sitting down and producing a candle, which he lit and placed in the centre of the table. They tucked into the meal. Once they were done, Toby binned the leftovers and put the plates in the dishwasher.

"Right," he said, turning to Emily, "we have two and a half hours. What now?" Emily walked over to him and took him by the waist, pulling him toward her until there was no distance between them. She leant forward and kissed him.

"I have a few ideas."

* * *

Toby and Emily were sat on the sofa after two and a half hours when Toby checked his watch.

"Ooh, time to go," he said. "You need anything?"

"I've got all I need," she replied. She had changed into her costume earlier.

"Not quite," Toby corrected her, standing up, "There's still your present." The two walked into the elevator and Toby pressed the button for the garage. After a short trip, they came out to find Tony's multiple cars and one tarp. Toby walked across and took it in his hands, but didn't pull.

"Are you ready?" he asked. Emily nodded, a smile on her face. Toby pulled to reveal a motorcycle which matched the colour of Emily's uniform. Emily gasped.

"Is that really for me?" she asked.

"Of course. You needed your own method of transport, right?" Toby answered.

"Well, yes, but I wasn't expecting this."

"You must remember, dear Emily - I'm rich," Toby justified. "Anyway, you should be going," he added. Emily gave him a brief kiss before hoping on the bike. It roared into life, powering forward out of the garage and into the streets.

* * *

Ricardo sat with his business associates, a cigar smoking in his mouth. He absentmindedly watched the dancing girls in the centre of the room.

"They's good, ain't they, boss? I told you they was good, didn't I?" said one of the other two men.

"Shaddap, Jones," Ricardo scolded him. He watched the scantily clad dancers, fixated by a blonde in white. When the provocative dance was over, he whistled to the young girl, who made her way over to him. As she grew closer, he registered the ruby glasses and a small cut above her navel which he himself had given her.

"You!" he exclaimed as he recognised the girl.

"Aww, you remember?" Emily asked sweetly. "I have trouble forgetting you, too," she said, gesturing to her cut. She heard guns locking and loading. "Aw, no!" she said smoothly. "I only want to talk."

"Shall I shoot her, boss?" asked one of the men.

"No..." Ricardo said slowly. "There's nothing she can do to us here. Take a seat," he then added to Emily, who slid into the booth in a seat opposite to Ricardo. She felt a rough hand on the bare skin of her leg, which she flicked off with a diamond finger. It was the man next to her.

"Do these dirtbags have to be here?" she asked. "Can't we just be alone?"

"Nuh-uh, girlie. These are my insurance."

"Against what?"

"Against you."

"Aw, now that's not fair," Emily complained. "Three tough guys against little old me?" she chuckled slightly, "You don't stand a chance. But enough of that. I wanted to talk."

"Of course, my lovely," Ricardo said. "Perhaps we should all go outside to speak?" Emily realised Ricardo was trying to trap her.

"Fine by me," she said. She activated her communicator under the guise of scratching her ear. "I just hope there aren't any spiders."

"I'll take that to mean you want Spider-Boy over there?" Toby asked.

"This sounds good," Emily replied before ending communications.

"I agree," Ricardo said. The four stood up and made their way over to the back entrance. It was a cold night, particularly for Emily. Outside with them were several dancers who were practically being swallowed by patrons, while other men smoked and drank. None of them paid any attention to the newcomers. Emily felt uncomfortable and started praying for Spider-Boy to arrive quickly. Ricardo pushed her to the ground.

"You got thirty seconds to talk," he told her. "And don't try anything funny or everyone out here will put a hole in you the size of my thumb." Emily looked around and saw that everyone around her was armed with a gun. She knew even her diamond form couldn't resist that many bullets.

"Uh... what do you want to talk about?" she asked nervously.

"Well, since you asked... tell me all you know about these New Avengers."

"I can't do that," Emily said. All the guns turned on her and she stared up at Ricardo. But it wasn't he she was looking at so much as the red and blue blur she saw beyond him. "All I can say is where they are."

"Where?"

"Behind you." Ricardo turned for Ben to kick him in the jaw. Using the distraction to her advantage, Emily assumed her diamond form and kicked the two closest men. Using her agility, she dodged many of the bullets and started to take out the others. Spider-Boy, meanwhile, dodged any bullets coming toward him and webbed up those that Emily missed. After the gunmen were knocked out, Emily mounted her motorcycle.

"Nice moves, Spider-Boy," she complimented him. "Now grab Ricardo and put him on the bike." Ben found the unconscious Ricardo and sat him behind Emily, webbing him in place.

"You did a good job," he observed.

"Thanks," Emily said before revving the engine. "See you next time." She raced off to Stark Tower, her prize in tow.

* * *

**And that's another chapter done. The team are all developing their roles now, aren't they? There's Toby the leader; Ty the muscle; Emily the interrogator...**

**Join us next time to follow the team as they search for answers from Ricardo. And what happens when Ben's identity is revealed... to Venom? Add to this Black Knight's attempts to get Toby away from his team and we're in for an interesting chapter.**

**Until next time, true believers!**


	13. Chapter 13: Secrets and Tricks

**Son of Iron Man**

**Hello, everyone! I've been thinking of following in Toby's footsteps and creating a team of my own. This would basically involve a team of writers to each take a character from this story in order to write a spinoff story for them. These stories would be separate from this one, perhaps following their early days. That part's up to the writers. If any of you would be interested, leave a review or send a PM detailing which character you'd like to write for and any stories you think best show off your writing skills. You could even make your own character that might appear here. As for writing skill, not just anyone can do it. You need to be able to tell a good story (so a plot synopsis would be useful in your message) and develop the characters well. Good spelling and grammar are essential and I'd all too gladly proofread the chapters before publishing. I hope to hear from some of you soon!**

**Anyway, here's my latest chapter...**

* * *

**Chapter Thirteen: Secrets and Tricks**

Toby was walking through the streets on a sunny Saturday. After the excitement of Monday, nothing much had happened. Ricardo was imprisoned at Stark Tower, where Emily was even now trying to get information out of him. But the ex-mugger wasn't talking. She had tried everything from threats to seduction to invading his mind itself, but her powers were not yet strong enough. Mere minutes ago, Toby had stormed frustratedly out of the tower.

"Toby," he heard Emily's voice say. He raised his watch up and saw Emily's face. "You need to get back here; he's singing like a canary." Toby pressed the screen of the watch and his suit unfolded. He blasted up into the sky and flew toward the tower. Before he could land, however, he was tackled in midair by a black blur.

"Hammer!" he exclaimed. "What do you want?" he demanded, breaking free of his enemy's grip.

"Rushing back to your little girlfriend, are we?"

"How do you know-?"

"Surely you of all people know how easy it is to generate a fake call like that. Ricardo isn't going to say a word; I just wanted you alone so we could talk," Dustin said tauntingly.

"I have nothing to say to you," Toby spat, launching a missile which Dustin dodged.

"Perhaps not, but you seem to have a lot to say to that junior reporter... Sarah, is it?"

"What have you done to her?" Toby demanded.

"Oh, nothing... yet," Dustin said with a cruel grin. "If you rush off to the warehouse on 4th you could still save her."

"What's your game?"

"A game of choice. Your reporter friend... or your girlfriend." Toby almost dropped out of the sky.

"What do you mean?"

"Have you heard of a substance called Viper? It's basically like steroids on... well, steroids. Ricardo has a tablet in his mouth that he only needs to swallow - can you guess what happens then? A nice frosty smoothie!"

"You little-"

"Tick tock, Toby! Time to make a choice!" Dustin laughed cruelly. Toby considered his options. On the one hand, Emily had powers and Sarah didn't. On the other, Emily would be a much greater loss. But she could hold her own and he had a duty to protect the public. He made his choice for good or ill and flew toward the warehouse. Sarah needed him most.

Upon arrival at the warehouse, he landed and called out.

"Sarah!" There was no answer. He looked around. "Sarah?" Nothing. He came to a realisation: Sarah wasn't here. She wasn't in danger. But Emily still was.

"Ha!" came a cruel laugh as Dustin's face appeared on his HUD. "I knew you'd choose the helpless reporter! She's perfectly safe... but Emily isn't." Toby wasted no time in flying to the tower. He arrived to find a hole in the wall.

"I'm too late!" Toby hissed, flying in through the hole and finding Emily unconscious on the floor. "Emily!" he called out, raising his faceplate. He landed by her, feeling for a pulse. He breathed a sigh of relief as he found one. He unbuttoned her shirt and performed a preliminary check to make sure she wasn't badly injured. There was some bad bruising and a broken rib, but she'd live. Gently, he lifted her onto a sofa and started a call to his dad.

"Are you busy?" he asked.

"Not really, what's up?" Tony replied.

"We've got an injury here, can you help?"

"I'll be there immediately."

"Thanks," Toby said. He then opened a new channel with Ben. "Hey, Ben. Emily's been injured and Ricardo's escaped. Get Lupin to hunt him down. I want you to try and find Katie, or Venom, or whatever you want to call her. Our last prisoner didn't go so well."

"No offence, but I don't think Emily's methods would work on her," Ben chuckled.

"Now's not the time for jokes," Toby said seriously. "Emily's badly injured; I have to stay here. I'm trusting you to do this."

"OK, sorry. I'll do my best," Ben promised. Toby sighed and turned to Emily.

"How could I let this happen?"

* * *

Ben turned off his communicator and turned to Lupin, who was panting in the heat.

"Did you hear that?" he asked the wolf.

"Sure thing. I can still remember his scent," Lupin replied.

"OK then, go get him," Ben said, "and be careful." Lupin nodded before running off toward the city. Ben, meanwhile, reached into his bag to find the red and blue costume.

Half an hour later, Ben was swinging through the streets of New York. Venom had to be around somewhere. The trouble was that he didn't know where to look.

"Let's see... if I were a symbiotic monster, where would I be?" he asked aloud. Little did he know that only a block away, Katie was searching for him.

"Come, little sssspider," she hissed. Then she heard it: the _thwip _of Ben's web shooters to her left. "We're coming for you, ssspider." She turned, only to collide with Ben. They both fell, but caught themselves with webs. Ben was quicker, swinging into a kick. Katie was slammed into a building before falling to the ground. Ben touched down beside her.

"That was easy," he quipped, but as he went to web her up he took a web to the face himself. He pulled the web off only to receive a spinning kick to the jaw. He staggered back and Katie followed up with a barrage of punches. Ben blocked the third one and punched her in the gut. The symbiote receded for a moment.

_"That's it, I need to get the symbiote off her!" _he realised. But how to do it? He looked around and realised they were outside a church. Churches had bells, and the symbiote hated bells.

"Over here, ugly!" he taunted, racing up the wall with Venom in tow. He clambered in at the top of the tower, Venom closely following. Katie looked around for him before finding him with a rope in hand. "Nighty night!" he said before pulling. The noise was horrendous. Katie couldn't take it. The symbiote wailed and began to recede, taking with it its control over Katie. It left her body, but before Ben could contain it the symbiote escaped. He looked across at Katie, who was shivering in her underwear.

"What do you remember?" he demanded.

"E-everything!" Katie cried. "I've done such bad things!"

"Could you talk to me about it?" Ben asked, but the girl had dissolved into tears. He delved into his bag and pulled out his clothes. "Here - put these on. They'll be a little loose, but better than what you're wearing." She took the clothing and started to get dressed.

"Thanks," she said shakily. "Who are you?"

"Spider-Boy," he replied.

"I mean under the mask," Katie pressed.

"Oh, I couldn't tell you that," Ben said.

"Fine," Katie said. She slid the T-shirt back off and looked at the label. "Ben Parker," she read aloud. Ben froze, thunderstruck.

"Give me that!" he exclaimed, snatching the T-shirt away. He read the label and saw his own name. "Curse my mother's organisation!" Katie chuckled slightly. "Look - you tell no one about this!" he hissed.

"My lips are sealed," Katie said. Ben looked frantically around, checking no one had overheard them.

"Put this back on, we're going to the tower," he said, throwing the T-shirt back at her. Once Katie was clothed, Ben took her in one arm and swung them both back to the tower.

* * *

"How is she?" Toby asked his father.

"She's battered, but she'll live," Tony told him. "You guys need to be more careful about who you bring home."

"Well, where else were we meant to keep him?" Toby asked.

"Where indeed..." Tony said thoughtfully.

"You have an idea?"

"No, it's nothing." Toby dropped it when Ben walked into the room with Katie in his arms.

"No, don't bring her here!" Toby moaned.

"Relax, the symbiote's gone," Ben said.

"But it'll come for her again, and we've seen what happens when prisoners get their powers back," Toby argued, gesturing to the battered Emily.

"This is different, she's good now. And she will willingly give us the information we need." Toby sighed.

"You have three days to get the information out of her," he relented. "And then it's up to you to find somewhere for her to live."

"That's all I need," Ben said thankfully. He led Katie away, leaving Toby with his father, who had been watching the exchange with interest.

"You need a real base," he said finally.

"You'd build us a real base?" Toby asked hopefully.

"Anything to stop you smashing my walls in," Tony joked. He then turned serious. "I'll make some plans." He stood up and left, leaving Toby with Emily.

"Toby..." he heard Emily croak. She was awake!

"What is it?" Toby asked.

"Make sure we have... a stronger prison," she choked. Toby chuckled.

"I'll go tell dad. You get some rest," he said, kissing her forehead.

"I love you," Emily said as Toby made to leave.

"You know, for all that kissing we've been doing you haven't once said that," he replied.

"I didn't know I did until now." Toby chuckled slightly.

"I love you too."

* * *

**OK, this is kind of a short one but this seems the right place to stop. Still, it **_**is **_**the second one today. Don't forget to contact me if you're interested in my little team; I need at least two volunteers before I start it up.**

**In the next chapter, work will start on the new Avengers facility and Ben will get some information on the Dark Avengers. Meanwhile, we'll see how Lupin gets along with Ricardo, who coincidentally needs a supervillain name. Any ideas?**

**Until next time, true believers!**


	14. Chapter 14: The Tracker

**Son of Iron Man**

**Welcome back, true believers! I'd write a long note, but there's not much interesting to say. You're only here for the chapters, anyway...**

* * *

**Chapter Fourteen: The Tracker**

Night had fallen in New York City. Lupin padded through the streets, following the scent of Ricardo. The trail led to a park, where the hulking man was fast asleep. His veins were visible through his skin. As Lupin padded carefully closer, Ricardo's eyes flew open to reveal pulsating green eyes. The man stood himself up while Lupin howled, his bones clicking into humanoid shape as his muscles grew. Ricardo threw a punch at the wolf, who caught it with an earth shattering tremor. He returned the favour, catching Ricardo in the face.

"Me will destroy wolf!" the man spat. Lupin made a mental note that the Viper appeared to weaken his mind.

"Poor human," he mused as he proceeded to beat the living daylights out of the man. Ricardo lay weakened on the floor as Lupin towered over him, growling menacingly. "You broke my friend. You will live to regret that." With that, he kicked the man's head, knocking him out cold. Rather than bringing him in, Lupin placed a small device on his shoulder and left.

* * *

Morning came on Sunday and Ben still hadn't heard from Lupin. The wolf had been out all day and all night. He awoke to the sound of his communicator buzzing.

"Hello?" he said groggily.

"Ben?" came the voice of Lupin. "I found your man."

"Great, what did you with him?"

"I beat the fur - er, skin - off of him and left."

"You let him get away?" Ben demanded, sitting bolt upright.

"With a tracker on him. Figured he could lead us to the others," Lupin explained.

"You - that's genius! And they say humans are the smartest creatures on the planet!" Ben exclaimed joyfully. Lupin ended the call and Ben turned his attention to the matter at hand. Katie had been too disturbed for interview yesterday, but he hoped today would be different. He got ready and changed into his Spider-Boy costume before swinging over to the tower, where Katie had been given a locked room. He knocked on her door and waited.

"Come in!" Katie called. Ben unlocked the door and walked into the room to find her already dressed and cleaned up. He set down a plate of toast on the bedside table and stood before her. She sat on the bed, brushing her hair. "Why are you still wearing that mask?" she asked.

"Not everyone on the team can know who I am, yet," Ben answered. He locked the door before taking his mask off.

"Why not? How can I know but not even your own teammates?"

"It's kind of complicated," Ben said. He then changed the subject. "What do you remember about the Dark Avengers?"

"What do you want to know?" Katie countered.

"What was the last plan you were told about?"

"I was to find superhumans and convince them to join our cause; Ricardo was spreading the word throughout the underworld," Katie revealed.

"Did you find any?" Ben pressed.

"No. I let a personal vendetta get in the way and went after you." The two shared a chuckle.

"Right. That's all I need to know for now. I'll let you know if I need anything else from you," Ben said, turning to leave.

"What happens to me?" Katie asked quickly.

"You got a home? Family?" Ben asked back. Katie shook her head sadly.

"I... killed them..." she said softly.

"Oh... I'm sorry."

"Don't be. People die every day."

"Yeah, but..." Ben trailed off with a sigh. "We'll figure something out. If nothing else, there's a spare room in my apartment." With that, Ben slid his mask back on and opened the door. He paused, looking back at Katie, who was still wearing his clothes. "If Emily's feeling any better today, I'll see if I can get her to lend you some clothes," he said to her before leaving and locking the door.

With some help from JARVIS, Ben found Toby in one of the workrooms, where he was poring over a three dimensional hologram of a building. He kept muttering to himself and dragging rooms away and toward the design.

"How's Katie?" Toby asked, not looking away from the design as he spoke.

"She'd be better if she wasn't locked up like an animal," Ben replied, sitting beside him and looking at the design.

"We can't be sure she's not going to run off," Toby reasoned.

"I've been speaking to her. She's genuinely remorseful. She told me everything I asked," Ben countered.

"So she's not evil anymore, but even so she'll try and run if she gets the chance. And if she gets out, Venom can find her again," Toby explained.

"Then what happens in three days?" Ben pushed.

"I'm hoping after three days she'll be able to go home to her parents."

"Toby... she killed them."

"Oh..."

"Yeah. She has nowhere to go. Couldn't she stay here a while longer? Perhaps she could stay in the new facility, once it's built," Ben suggested.

"OK, she can stay. And if you trust her, let her out - but make sure we have all we need from her first in case you've misplaced your trust."

"Thank you!" Ben said, relieved. "I'll just go and find her some clothes. Is Emily conscious?"

"In the bedroom next to mine," Toby answered distractedly.

"OK, thanks," Ben said, turning to leave. Toby continued to reconfigure the designs, adding an extra bedroom.

"Why not just scrap the facility and build some youth hostel?" he muttered to himself.

Ben knocked on Emily's door.

"It's Spider-Boy," he called.

"Come in," Emily replied weakly. Ben walked in to find Emily lying on her bed and under the covers.

"How are you feeling?" he asked her.

"Better than before, but I'm not going to be on any missions in the near future," Emily answered.

"I'm glad you're feeling better, at least," Ben said. "Now, I wanted to ask you something."

"Go ahead."

"Could Katie borrow some of your clothes? Mine don't exactly fit her."

"Sure, but they might be a little loose round the chest," she replied with a pained chuckle. "Toby's had them moved here; they're in that wardrobe."

"Thanks," Ben said. He picked out a buttoned shirt and some denim shorts. "Get well soon," he said as he left the room.

Back in Katie's room, Ben tossed her the borrowed clothes.

"Sorry about the shorts," he said. "Emily doesn't really do 'modest'."

"They'll be fine," Katie said, sliding the T-shirt off and taking the shirt. Ben looked away uncomfortably and Katie chuckled, but didn't say anything. "I'm decent," she said teasingly once she was dressed.

"Good news!" Ben said. "Toby says you're free to roam the tower. But I'm trusting you not to run off."

"I won't," Katie promised. "Where would I go?"

* * *

Toby was working on the designs for the holding cells, thinking of yesterday's events, when an idea struck him.

"JARVIS," he said, "that call Dustin got through yesterday... can you trace it?"

"I can certainly try," the AI replied. "Ah, I've found him. Would you like me to send the coordinates to your armour?"

"Yes," Toby replied, pressing his watch. Once his armour had unfolded, he opened a line of communication to all the Avengers. "I've got a lead on Hammer," he told them.

"And I know where to find Ricardo," Lupin added.

"Perfect. If we act now, we can put an end to the Dark Avengers once and for all. Who's available?" Toby asked.

"I can help with Hammer," Ben replied.

"And I can handle Ricardo," Ty added. "Gives Lupin a chance to rest."

"OK, Avengers, let's do this."

A while later, Toby touched down in Dustin's factory lair. Ben landed beside him.

"We know you're here!" Toby shouted. "Would you like to give up now or after the beating?" He was answered by a cruel laugh as Dustin stepped out to meet them.

"Ah, the first two Avengers!" he announced. "It shall be a pleasure to kill you both."

"You couldn't even beat one of us," Ben laughed. "What chance do you have against us both?"

"Oh - I'm not going to kill you. In fact, I'm not even here." Dustin flickered: a hologram. "But you'll both die. I've rigged this place with enough explosives to bring it crashing down upon you."

"Usually this is the part where you offer us a choice," Toby observed.

"Oh, you're not getting any choices this time. You've become a thorn in my side, and I'm going to take you out."

"And what makes you think my suit won't resist this collapse?" Toby asked.

"The fact that I can remotely control it," Dustin revealed.

"You can't-" Toby began, but he was cut off as his suit folded up into his watch. He pressed the button, but nothing happened.

"Three..."

"Run!"

"Two..." They ran.

"One!" Dustin said gleefully. Toby and Ben dived to the floor... but nothing happened. They looked up at the hologram to see Mothi and Magni standing over and unconscious Dustin. They flickered as they bumped fists.

"Wait until father hears of this!" Magni exclaimed.

"We shall be worthy for sure!" Mothi added.

"Mothi? Magni? What are you doing there?" Toby asked in surprise.

"Lady Forde told us where to find the Knight of Darkness," Mothi answered.

"And we discovered you had gone the wrong way," Magni added.

"So we thought we would borrow Lady Frost's motor vehicle and help you," Mothi finished.

"His armour was no match for Asgardian might!" The brothers cheered. Toby and Ben looked at each other before bursting into laughter.

* * *

That night, Toby and Tony put the finishing touches to an energy cage which could contain even the Hulk. Lupin walked in dragging an unconscious Ricardo, who he proceeded to throw in alongside Dustin Hammer. The doors closed, alongside all hope of the Dark Avengers' plans coming to fruition. The Avengers' celebrated throughout the night: the Hammer had fallen.

* * *

**Looks like the end, huh? NOPE! Their first battle is won, but there are still many ahead. Join us next time when we see what happens after a year. The new Avengers facility is ready and it's time to transfer the Dark Avengers... but will all go to plan? The rise of a new supervillain may well put the happy ending on standby.**

**Thanks for reading this first part of the Son of Iron Man. Until next time, true believers!**


	15. Chapter 15: Mark Two

**Son of Iron Man**

**I****f you're wondering, this story will have three parts: one had them in highschool; this one has college and the third will be adults.**

* * *

**Chapter Fifteen: Mark Two**

It was Summer and the New Avengers were on break from college. A year had passed, during which time many things had changed. Emily was now fully recovered, while Mothi and Magni had been deemed worthy again and allowed to return to Asgard. The biggest change of all, however, was that the new facility had begun construction. Today was the day it officially opened. An island in the ocean, the facility had been designed to fulfil their every possible requirement. It was inescapable except by air. The facility was the very best, designed by the Starks themselves.

Toby flew over their new airspace in his new suit, which looked very similar to his old one except with more weaponry and a device that would resist the world's greatest hacker. Behind him flew a heavily armoured transport helicopter containing a drugged Dustin and Ricardo, as well as a quinjet containing the Avengers. They both landed on the two helipads, where Toby fetched Dustin and Lupin carried out Ricardo. Emily walked beside Toby in a new costume of her own design. She had ditched the cape but still wore the same top. In place of the long leggings she used to have, she now wore shorts that were just as tight and ended far above her knee. She didn't do modest. Ben walked beside Lupin, still wearing the same costume. Spider-Man was a symbol, and not one to be easily changed. The only change was that his lenses now had a HUD. Ty wore jeans and a T-shirt, while Katie wore something similar, now owning her own clothes. A soft wind blew. Toby, carrying Dustin over his shoulder, pressed a button at the end of the helipad and a bridge extended from the opposite side of a deep gap. It clicked into place and the team walked across. The door to the main building slid upward as they approached and they found themselves in a kind of lobby.

"Let's get these two into the cells," Toby said. He turned right into an elevator big enough for everyone and pressed the button for the third floor. Emerging from the elevator, the team found the nearest exit and took it. Outside, they crossed another bridge into a smaller building. They walked toward the door, but were interrupted when a man walked out they stopped, none of them recognising him.

"Who are you?" Toby asked. "What are you doing here?"

"You have something I need," the man responded in a deep, monotone voice. Toby had a feeling he meant the captives. He put Dustin on the floor and stood in front of him, holding out his right hand and extending shoulder mounted missile pods.

"You'll have to go through us," he said. Around him, Emily turned to diamond as Ben adopted a fighting stance. Lupin dropped Ricardo to the ground and Ty stepped back, guarding Katie.

"Gladly," the man said. He took a staff which was attached to his back and flicked it, extending the weapon. Suddenly, there were five of him all leaping toward them at once. Toby flew at one while Ben kicked another. Lupin hit a third while Emily blocked a fourth. The fifth hit Tyler to the ground before knocking Katie out. They all seemed solid as the original. The fight continued, but the newcomer kept multiplying. With Ty out of action, even Lupin couldn't hold out against them indefinitely. Suddenly, all but one of him disappeared alongside Hammer and Ricardo. The remaining one smirked before disappearing.

"NO!" Toby shouted, running over to the point where he had been and checking he wasn't invisible.

"What on Earth was that?" Ben exclaimed.

"That was a year's peace coming to a crashing end!" Toby said frustratedly. He shouted something incomprehensible and kicked the floor. He took a moment to compose himself. "Sorry... is anyone hurt?"

"Katie and Ty are out, but they'll recover," Emily reported.

"And are you alright?" Toby asked, walking over to her.

"I'm fine. I wish you'd stop worrying so much, though," Emily said.

"I almost lost you once before. I won't let that happen again."

"And that's sweet, but I'm fine."

"Sorry to interrupt this fine moment, but Katie and Ty will be needing some rest," Ben interrupted.

"Right, yes," Toby agreed. "I'll send you a map of the facility; their rooms will be marked."

"Aren't you coming?" Ben asked.

"The security cameras are equipped with thermal sensors. If that guy's still here, I might be able to catch him," Toby justified. He then turned away as the team prepared to carry the downed members away. "JARVIS, download the security footage from about five minutes ago and apply a thermal filter," he instructed. The HUD filled with footage from the prison complex in shades from blue to white. He played it in fast forward. Suddenly, a humanoid shape appeared from nothing and walked out of frame. The image shifted to the bridge, where the team stopped walking. The heat signature of the man multiplied and after a minute the signatures disappeared entirely. "Hmm..." he said thoughtfully. Unless the man had turned off his internal heat, he really had disappeared. He raised his faceplate and looked around. "Well, that's annoying."

* * *

In Asgard, a mighty feast was being held in honour of the sons of Thor. The god himself was sat at the head of the long table with his sons either side of him. Everyone in Asgard was in attendance for the kingly feast.

"So then we called out to the Knight, he turned and I knocked him out!" Mothi finished his story for the umpteenth time. Everyone roared their approval.

"One punch!" Magni added.

"See, I told you that you would be better off for a trip to Midgard," Thor told them.

"Aye, father, and never was a truer word spoken," Magni agreed. The feast was interrupted when a shout went up. It was Heimdall.

"Hel, daughter of Loki, has left Asgard," he informed them. "She heads for Midgard." Thor stood up suddenly.

"Hel shows all the signs of following in her father's footsteps. She must be stopped," he announced.

"Let us go, father," Mothi said, himself rising.

"Aye, we would be proud to serve Asgard," Magni agreed.

"Hel is powerful; are you sure you're ready?" Thor asked of them.

"Of course, father," Magni said confidently.

"I wish for you to speak with your friends in Midgard to guarantee their aid," Thor told them.

"Of course, father," Mothi said, however Magni caught a subtle wink. They had no intention on getting help.

"Good. Heimdall, take them to the Bifrost," Thor said, missing the secret exchange between his sons. Mothi and Magni left the feast, led by Heimdall. The feast continued without them.

* * *

Back on Earth, Toby, Ben and Emily were sat in the facility's lounge area, which was a near match to that of Stark Tower. While Ty and Katie slept, the other three took the opportunity to catch up. Meanwhile, Lupin had gone outside to explore the forest Toby had built the facility around.

"What's college like?" Toby asked. As the heir to Stark Industries and a genius, he had elected to skip college and focus fully on his duties as Iron Man. He had been working with Lupin, who for obvious reasons had also stayed. Emily had wanted to stay for him and Ben had wanted to stay on as Spider-Boy, however they were not in his position and as such had gone to college. Before the opening of the facility, the team had had time for only a brief greeting; this was their first opportunity for conversation of any length.

"It's... OK," Ben said.

"Kind of boring without you, though," Emily added, and Ben nodded. Ben had a sofa to himself, while Toby sat on another and Emily lay her head on his lap, the rest of her body stretched out along the seat.

"Now, be fair: everything is boring without me," Toby chuckled. "But it's not been easy without you guys either. A whole city to protect and my only ally a talking wolf." They all laughed.

"Well, we're all back together again, now," Ben said.

"Yes, and already two of our teammates have been taken out of action," Toby replied, his tone serious. "Who else is worried about this new guy, whose name and abilities we don't even know? Day one and he's just sauntered into our new facility and taken two of our worst enemies."

"Actually, I was wondering why you're here instead of tracking him," Ben said.

"What is there to track? He just appeared and disappeared. None of us recognised him and his face doesn't match with any database. It's as if he's some sort of ghost," Toby explained. "I've already tried everything."

"Did we ever remove the tracker on Ricardo?" Ben asked thoughtfully. Toby looked hopeful for a moment, but that was swiftly extinguished.

"Yes," he said sadly, "we didn't think we'd need it again." They all descended into silent thought.

"Well, there must be something we can do," Emily said at last.

"Of course there is, but for the life of me I can't see it," Toby said frustratedly.

"You'll think of something," Emily assured him, pushing herself up and kissing him. "Oh, I've missed that."

"I haven't," Ben said uncomfortably.

"Hey - on that topic: you and Katie?" Emily asked. Ben blushed under his mask.

"I don't know what you're talking about," he insisted.

"Come on! She's the one person who knows your identity."

"She didn't-"

"No, she still didn't tell me. Speaking of which - when are you going to trust us?"

"It's not that I don't trust you, it's just..."

"Go on..."

"I... don't know how to explain it."

"Go on," Toby said pointedly. "It's been long enough." Ben sighed and put his hands to his mask.

"Only you guys can know," he insisted. They both nodded. He took off his mask.

"Ben Parker?" Emily exclaimed. Ben nodded. "How come you were so bad at dodgeball?" Toby and Ben laughed. Emily looked between them, connecting the dots. "You knew?" she asked accusatively.

"All along," Toby chuckled.

"So it was just me?"

"Ty, too."

"Even the wolf knew before me?"

"He knew before I did," Toby said. Emily went to say something, then fell silent.

"Are you OK?" Ben asked.

"Just a little shocked." At that moment, Katie walked in, a little weary. She looked from Ben to the others.

"Finally!" she cried.

* * *

**So, those are the seeds of part two planted. Join us next time as we water those seeds and see what grows.**

**Until next time, true believers!**


	16. Chapter 16: The Tin Man's Heart

**Son of Iron Man**

**Welcome back, chums! In this chapter, we see the beginnings of several new plotlines. It may not be the most exciting of chapters, but I still recommend reading it so future chapters make sense. Enjoy!**

* * *

**Chapter Sixteen: The Tin Man's Heart**

Toby watched the multiple screens of the security room. They were streaming data from national servers, which he watched curiously. As he stared at the endless data, a voice spoke in his ear.

"I apologise, Mr. Stark, but we've never had a prisoner of that description here at the Raft," said a female voice. Toby sighed as he heard the same answer for the fifth time.

"OK, thanks for the help," Toby replied for the fifth time as he ended the call. He then put another call through. "Hello, is that Reed Richards? I'm Toby Stark; you know my father."

"Ah, the prodigal son," Reed answered. "What do you need?"

"I need to know if you've ever encountered a villain of this description." Toby described the mysterious visitor.

"Hmm... I'm afraid not," Richards said.

"Well, thank you anyway. It's been a pleasure to meet you."

"And you." The call ended. Toby sighed and put his head in his hands. After a while, he stood and left the room, going instead to his workroom where he had several projects underway. He opened up a file entitled 'Mark Three' and was greeted with a hologram of an unfinished Iron Man suit. It didn't look dissimilar to his current one, but it was bulkier to make room for more weapons. When he was frustrated, Toby liked to add a new weapon to the suit and imagine it blasting his troubles away. One day, once he'd found the enigma, he'd build it. Then he'd use it. He dragged a large cannon onto the shoulder and made some rearrangements so that it could fold into the back.

"Looks like Rhodey," observed the voice of his father. Toby turned around. "Get any more frustrated and you'll be too heavy to fly."

"Dad! What are you doing here?" Toby asked.

"I heard about what happened yesterday," Tony replied. "Got any leads?"

"None," Toby sighed exasperatedly.

"Well, don't give up. There must be someone you haven't tried."

"No, there's - wait! Sarah!"

"Ugh, that reporter girl?"

"Yeah. She's got a full-time job at the Bugle now, mostly as what they're calling a 'Superhuman Correspondent'. Perhaps she's seen this man before," Toby thought.

"It's worth a try," Tony agreed. Toby got up and walked swiftly to the door. "Wait - you got a bar?" Tony asked.

"Yes, of course," Toby said, exiting through the door. His head then reappeared. "...Not that we ever use it," he added before leaving for good.

* * *

The elevator doors slid open and Toby walked down the corridor. The third door on the right read: _Sarah Shilling, Superhuman Correspondant. _He knocked on the door and waited. After a moment, the door opened and Sarah answered. Seeing Toby, she smiled widely.

"How long has it been?" she asked, going in for a hug. Toby stopped her, however.

"Can I come in?" he asked urgently.

"Um... okay," Sarah said uncertainly, stepping aside for him. He nodded his appreciation and stepped inside.

"Nice office," Toby observed, looking around at the well furnished, cozy room. "You could live here."

"Thanks. After the whole Black Knight affair they couldn't refuse me. I hear you've got a new place, too," Sarah said, following him into the room and looking around, herself. "Is there any chance I could convince you to let me have a tour?"

"That depends on whether or not you can help me," Toby told her, sitting on a comfortable chair opposite hers, which she took up.

"I'll try," Sarah said. "What's the problem?"

"I need to know if you recognise this guy," Toby said, raising his watch and projecting a 3D model of the enigma. Sarah observed it closely.

"No, I- wait! I did a piece on him last month. Small time criminal with big time abilities. He just appears, takes a jewel - or a necklace, or a bag of money - and disappears," Sarah explained.

"Do you have a name?"

"None so far. I like to call him Enigma."

"Is there anything else you know about this... Enigma?" Toby pressed.

"Not really. Why do you need to know?"

"Yesterday he attacked us and took the Dark Avengers."

"He did?" Sarah asked, surprised. "And I missed it?"

"You've been a help," Toby said with finality as he stood.

"So, I get a tour now, right?" Sarah asked quickly.

"Sure. Call me when you're available."

"Oh, I will."

* * *

A soft wind blew through Central Park. The trees rustled slightly in the moonlight. A silence had fallen in the lack of people, the only sound that of distant traffic. Heavy rain fell as dark clouds gathered and thunder struck. The scene was illuminated by a flash of sheet lightning as a bright beam of light descended from the heavens with a rushing sound. It hit the ground with a roar before dissipating with an even bigger flash. In its wake stood two men in full body armour, wielding huge swords that, to a lesser man, would be two-handed. The brothers looked around with fondness.

"Tell me, Magni, did you ever think you'd be so pleased to see a place again?" the older one asked.

"Aye, Mothi, 'tis good to be back and out of father's shadow," his brother agreed. The two stood for a moment, observing the intricate pattern seared into the ground at their feet by the Bifrost. "Take note of this, brother, for Hel's arrival would have been heralded by a similar symbol," Magni told his older brother.

"Aye, but who could know where to find it?" Mothi asked.

"Perhaps the Avengers could have seen the symbol?" Magni suggested.

"I thought we discussed this? We do not require aid in this noble deed."

"Though perhaps..."

"No." Magni stared at his brother with meaning. "Now, let us begin our quest." The two swung their swords around their heads faster than the eye could see and took off, each flying in a different direction. As Magni flew, his eyes scoured the ground, the mark of the Bifrost still clear in his mind. However, as the sun rose several hours later he still had not had any luck. Nor had Mothi. He landed on top of a building and looked around. This would be a long search. Heimdall had said she was somewhere in New York... but where? He saw Stark Tower in the distance and looked around for Mothi. Satisfied that he wasn't around, he flew toward it. Whether Mothi agreed or not, they needed help.

* * *

Toby was once again sat before the myriad screens of the security room. The screens were filled with digital editions of some of Sarah's articles, all pertaining to Enigma. None of them shone any light on the visitor. None had pictures. He opened up the document he had been working on and added the articles to it, drawing lines additional to those that already connected information. When he was finished, he stared at the jumble of lines and pictures and realised that he was still no closer to finding Enigma. He had a few past locations, but they changed every time. Hands in his head, he sighed in frustration. Just as he considered getting up and adding some more weapons to the Mark Three, he felt a soft hand on his shoulder. Turning, he saw Emily's red glasses and the eyes behind them boring into his own.

"Stressed?" she asked.

"You don't know the half of it," Toby replied gloomily.

"Perhaps not," Emily admitted. "But I do know Rome wasn't built in a day."

"What do you mean?" Toby asked.

"This visitor of ours appeared out of nowhere just yesterday. Perhaps if we wait long enough, he'll trip up and we'll find him. Maybe we'll even chance upon him some time; we just need to be patient."

"You're right," Toby agreed.

"When am I not?" Emily asked. "Now, let's go take your mind off this for a while." She kissed him for what felt like forever.

"You've got some good... oh..." Tony said as he walked in with a bottle in hand. "I'll just..." their lips remained entwined. "...yeah... go..." Uncomfortably, Tony walked out of the room.

* * *

The room was dark. A sole ray of light penetrated the darkness through a barred window high on the wall, dust particles dancing in its pale luminescence. The air was stale when breathed, and had the unfortunate side effect of drying the mouth. Dustin Hammer looked around, seeing shadowy forms but not much else. He coughed painfully. Confusion struck. He knew he was being transferred by the Avengers, but surely they wouldn't build something so... cruel? He remembered his fellow prisoner.

"Ricardo?" he called out. He was met with silence.

"You are alone," replied a voice he didn't recognise. He looked around frantically, unable to pinpoint the source.

"Who are you?" he demanded.

"An ally," the voice answered cryptically, "with a proposition."

"That being?" Dustin asked, still wary.

"You have spent a year in the captivity of Toby Stark, correct?" the voice asked. Dustin nodded and somehow the voice's owner saw it, continuing. "Then we share a common enemy. I, too, want the Iron Man dead."

"And how do you propose we do that?" Dustin questioned, interested.

"It's quite simple, actually: to get to the Tin Man, we have to go through his heart." Dustin nodded appreciatively.

"Are you suggesting what I think you are?" he asked.

"Are you on board?" the voice asked back. Dustin gave it a moment's thought.

"Let's see what you've got."

* * *

**Well, that's that. What do you guys make of this mysterious Enigma fellow? Will Toby ever find him? And whatever are Dustin and the voice planning? Why am I asking you all these questions? WHY CAN'T I STOP? Join us next time to see if these questions are answered - or if more are raised.**

**Until next time, true believers.**


	17. Chapter 17: Of Minds and Men

**Son of Iron Man**

**Welcome back, true believers! Well, it's probably pretty safe to say that updates will be few and far between for a while. Exam season is upon us. So, I hope you enjoy this chapter twice as much!**

* * *

**Chapter Seventeen: Of Minds and Men**

The still midnight air was torn asunder by the roar of an engine. A white motorcycle tore down the road as the air resistance caused blonde hair to flutter behind red glasses. As Emily rode along the still busy streets of New York, she used her ever-developing telepathic abilities to listen out for trouble. But she didn't need them. The telltale crashes of gunshot ripped through the sounds of traffic up ahead, growing louder and louder as she approached. The traffic ground to a halt and drivers were abandoning their cars and running in the opposite direction. Emily parked her bike and ran against the swell of the crowd, eventually coming to a clear area in the middle of the road. Two clear sides were taking shots at each other, using overturned cars as shields. She had stumbled across a gang war. Emily walked up behind one man and punched him with a diamond fist. The rest of the gang, their differences forgotten, fired on her. She started to fight them, but was soon overwhelmed. She lay panting on the floor, her diamond form lost. The two gangs turned their guns on her and she closed her eyes. But the killing shot never came. She opened up her eyes and saw that all the gang members had disappeared - in their place: Enigma. He held his staff toward her threateningly as he towered over her.

"Well, well," he said slowly, menacingly. "The Diamond Avenger."

"They were all you," Emily realised. "What do you want?"

"I want to see your boyfriend dead... at your hand." At that, Emily got her second wind.

"Never!" she said fiercely, kicking Enigma with a diamond foot. She followed up with an optic blast and several more physical attacks. Enigma was knocked back, but he kept his feet. A cruel laugh penetrated Emily's ear as she felt the staff crack into the side of her head. She fell back, her diamond skin receding. Her chest rose and fell as she tried to recover her breath, but she felt the staff pin her down on the left side of her chest. Her heart beat rapidly against the metal.

"You have fought well," Enigma conceded. "I have chosen the right assassin." A strange power descended down the staff toward Emily's chest. It passed through the fabric of her top and seeped into the skin below, coming to rest in her heart. Beneath the ruby glasses, her eyes glowed black before becoming an unnatural blue. She stood up, any resistance within her gone.

"I am yours to command," she said.

"I want you to kill Toby Stark, as personally and intimately as you see fit," the Enigma told her. Emily nodded.

"Of course."

* * *

Meanwhile, Magni landed on the S-shaped helipad on Stark Tower. He strode across to the door and tried knocking, but instead shattered the glass.

"Whoops," he muttered, stepping through the broken frame. "Friend Stark! Friend Stark, be thee here?" he called out. There was no reply, for Tony and Pepper were spending the night at the Avengers Facility. Magni looked around, but Stark Tower was abandoned. "Oh, no!" he exclaimed before flying out through the shattered door. Before long, he ran into Mothi. "I have terrible news, brother! The Avengers are missing!"

"They must have been captured by Hel!" Mothi deduced. "We must rescue them!" They flew off together in search of their friends. Five minutes later, Tony landed where they had been. He saw the door, smashed.

"Why is it always my tower?" he sighed.

* * *

The next morning, Ben was sat on a sofa, alone with his thoughts. Toby was in the room, but he was sat in the dining area with a bowl of cereal and a newspaper and was unlikely to want to be disturbed. The others were in their rooms or out on missions; being an Avenger was more than just fighting supervillains. He considered what Emily had said yesterday. Did he think of Katie that way? Did she think the same? He placed his head in his hands, but deep down he knew the answer. The question now was whether or not he could get up the courage he needed. Several times he moved to stand up before slumping back.

"Too much to eat?" Toby asked, a curious eye raised over his newspaper. Ben sat back, embarrassed.

"No, I was just... thinking," Ben excused.

"Careful, you'll get yourself into trouble," Toby laughed.

"No, it's important to... forget it."

"Is it what Emily said yesterday?" Toby deduced.

"...Yeah," Ben admitted.

"And what have you decided?" Toby pressed.

"I'm going to tell her."

"That's it! You go do that!" Toby told him encouragingly.

"I... can't," Ben said.

"Oh, I see," Toby replied. "Here, come with me - I want to show you something." Ben stood up and walked over to Toby, who led him to the security room.

"What are you doing?" Ben asked as they walked. Toby didn't answer. Once there, he sat Ben down in the chair.

"JARVIS, show me Katie's room," he said.

"Are you sure we should be-"

"Trust me," Toby interrupted Ben's protests. The screen showed Katie's room, the girl herself sat on the bed and brushing her hair. The image zoomed in on her open wardrobe, where Ben saw the shirt he had given her hanging. On the inside of the door was a picture of Ben. He stared for a moment.

"You knew all along," he said finally.

"I usually perform security sweeps when everyone's out for better privacy, but even so there are some things that are difficult to miss," Toby explained. When Ben said nothing, he prompted: "So, are you ready?"

"I don't know..."

"Sure you are," Toby told him, grabbing his arm and dragging him out and down the corridor to Katie's room. He knocked on the door before letting Ben go and running away. Ben looked after him, half wishing he was running with him. But there was no going back now.

"Who's there?" Katie asked.

"Ben," he stuttered.

"Come in!" Katie offered. He did so, closing the door behind him. "What is it?"

"I... can we talk?" Ben asked clumsily.

"Sure," Katie said, patting the bed next to her. Ben sat beside her and looked at her. Katie's eyes met his and didn't leave. Ben faltered.

"I-I..."

"What?" Katie pressed. Ben sighed and drew a long, shaky breath.

"Would you like to go for a meal with me?" he asked quickly. Katie stared at him for an awfully long moment. Ben's mind filled with doubts, and Katie's next reply didn't help.

"Alone?" she questioned.

"...Yes," Ben answered. "I understand if you don't-"

"I'd love to," Katie interrupted. Ben heaved a sigh of relief.

"Great!" he exclaimed. "Where do you want to go?"

"Let's decide that later," Katie said, shuffling closer to him. "I've been waiting a long time for this." She leant across and kissed Ben, who looked around as if searching for what to do. Their lips met again and he closed his eyes. What a day he had ahead of him!

* * *

Toby knocked on Emily's door that afternoon, knowing she had been out overnight.

"Come in!" she called. Toby did so and smiled at Emily, who was attacking some sort of black material with a pair of scissors. She wore denim shorts and a buttoned shirt with the top few buttons undone and the bottom tied above her midriff. Seeing Toby, she stared at him for a while as if fighting something. Then she spoke, and as she did she seemed normal. "Hey, Toby," she said. Registering the odd moment but not thinking much of it, Toby walked up to her.

"How was last night? Didn't get into any trouble, did you?"

"Nothing I couldn't handle," Emily said somewhat smugly.

"Good," Toby said, sitting on her bed and looking idly at some fish she liked to keep. "Hey - guess what? Remember what you said to Ben yesterday? He's only gone and asked Katie out."

"Really? I knew it!" Emily exclaimed.

"Yeah. Ben hasn't left her room since this morning, so I guess that went well," Toby chuckled. "Anyway, I know it's not so romantic as a meal with Ben, but I've been getting reports of some gangs out in the city. Interested?"

"I'll join you in a bit," Emily answered. Toby nodded and made to leave.

"Have JARVIS tell you where I am once you're ready," he said before going.

* * *

"Iron Man!"

Toby landed with a thud and blasted the terrified gang member with a repulsor. Bullets bounced off of him from all sides, but he stood there calmly and began to pick them off one by one. One thug tried to hit him, breaking his knuckles on the solid faceplate. Toby finished him off and took out the rest of the thugs but one. He turned to face the terrified man and raised a hand. Before he could fire, however, the thug fell forward to reveal Emily standing behind him.

"You took your - oh," Toby began, but then he registered what she was wearing. In place of her usual white costume was a tight, black leather one piece suit that was cut off near the tops of her arms and legs. There was a long rectangle of leather removed from close to the top of the suit to very near the bottom. This must have been what she was working on.

"Like it?" she asked.

"Why the sudden change?" Toby asked back.

"Well, let's just say I've had a change of heart," Emily said. She walked toward him, the leather ensemble squeaking as she did. "Isn't it just to die for?"

"It's lovely," Toby said, still trying to take it in. There seemed to be something... different about her.

"Sorry I was late," Emily apologised. "Is there anything else we can do together?" she then added, stroking Toby's armoured chin.

"Actually... I've got to go," Toby said, getting ready to fly.

"No, wait!" Emily stopped him.

"Really, I can't stay," Toby told her firmly, rocketing off into the sky. Below him, Emily dropped a sharpened knife. Enigma would not be pleased.

* * *

**What a dastardly plot! How will Toby combat an enemy he can't bring himself to see? Find out the answer to this question and more next time!**

**Until next time, true believers!**


	18. Chapter 18: Poison

**S****on of Iron Man**

**Surprise! Bet you never thought you'd see an update to this story again! Hell, I didn't even think there would be an update! But here we are, chapter 18 of 22 written so far! That's right, true believers, that's a whole five chapters waiting to be read, with more in writing! However, I know how much people love regular updates, so I'll only publish one per week. That way, though my inspiration comes in bursts and I can write several chapters in a day, if I run out of inspiration you've still got weeks of content to be uploaded. Happy days!**

**Now, I'd suggest reading the previous few chapters again (or the whole story if you want) so you know what's going on. I can't even remember what this chapter was about, never mind the rest of the story. Enjoy!**

* * *

**Chapter Eighteen: Poison**

Toby sat in the security room. He stared at a blank screen, debating whether what he was about to do was right or not. There had definitely been something strange about Emily yesterday, but did it warrant looking into her room? The black leather, the new attitude... it just didn't seem like her. Looking in on her now would be a breach of privacy, not to mention trust, but what if something was wrong? He and Emily were all but alone, with Ben and Katie out on their date and all the others somewhere on the mainland. He made his decision: it would be wrong to spy on her, but he could go and visit her in person.

Outside her room, he listened for a moment, though he wasn't sure what he expected to hear. Some sort of diabolical monologue? No, this wasn't some kind of comic book. He knocked on the door and waited a moment.

"Just a moment," Emily called.

"Are you going to be much longer?" Toby asked after a few moments.

"Only if you want me to be dressed," Emily replied. After a little while, the door opened and Toby was greeted by a woman who bore very little resemblance to Emily. In addition to the new darker ensemble, she now had several black streaks in her hair. "Come in," she said.

"Are you feeling alright?" Toby asked as the pair sat on Emily's bed. He looked around the room in an attempt to find evidence that Emily had indeed been changing. He was greeted by an empty washing basket and no clothes lying around.

"Yes, of course I am. Why are you so worried?" Emily retaliated.

"No reason," Toby said. Then, after a moment, he added: "Where are your nightclothes? I'll take them to the washing machine in a bit."

"What nightclothes?"

"The ones you just changed out of," Toby said almost accusatively.

"Who says I changed _out _of anything?"

"Well, you did just - oh," Toby said, realising what she was saying. He had to admit, that was a clever cover... though he wouldn't put it past her for that to be the truth, especially in the summer.

"So, what did you want to talk to me about?" Emily asked innocently.

"It's... not important," Toby said, standing to leave. "See you later."

"Wait," Emily said, standing with him. She put her hand on Toby's shoulder and turned him to face her. "I was wondering if you'd like to go for a walk in the park tonight? Just the two of us."

"Sure," Toby agreed. With a goodbye kiss, he left and returned to the security room.

Sat back in the office chair, Toby spun idly as thoughts tumbled through his mind. Emily certainly seemed different, but was it any more than a style change? She was acting normally enough. Was he reading too much into it? He continued to spin the chair, contemplating the situation. Eventually, he came to the conclusion that he should trust Emily. They were together, after all, and what was a relationship built on if not trust? It still troubled him somewhat, but he decided that it would be best to leave the topic alone and trust her. He hoped he wasn't making a mistake...

* * *

As Toby was pondering his moral quandary, Ben and Katie were in a line for a fancy restaurant in the neighbourhood. Usually, you'd have to reserve your table months in advance, but being an Avenger had its privileges. Toby had called ahead to book them a place that very morning, and a combination of their past efforts to save people and the Stark fortune had gotten them a table for two. Of course, Toby had had to say Ben was his cousin, as his identity was still a secret. Ben was wearing a black pinstripe suit with a white shirt and black tie, and Katie had dressed herself in a long red dress with matching heels. As they reached the entrance, a man in a black suit asked them for their names.

"Ben Parker and Katie Forde," Ben replied.

"We've got a booking for two under the name of Benjamin Parker," the man told him, looking at his list. "Paid for in advance by one Toby Stark."

"Yep, that's us," Ben said.

"You must have done Stark a big favour," the man said.

"I'm his cousin. We rarely get to see each other, so he wanted to treat me and a guest to dinner," Ben explained. The man looked him over, and for a moment Ben thought he'd seen through the ruse. He needn't have worried.

"Please, walk this way. Someone will show you to your table," the man said, gesturing inside the building. Ben thanked him and led Katie inside. When they entered, the pair had to stop and look around. The place was beautiful! The walls were plastered with art and murals, the floors carpeted with the softest material you could imagine. The whole place was spotless, and the tables they saw were made of polished oak and covered with silk tablecloths. The lighting, dim but bright enough to see by, came largely from hanging glass chandeliers and the candles which decorated the tables.

"Wow!" Katie gasped. Ben smiled to himself and silently thanked Toby. What an amazing day he was having! He'd been with Katie all morning, quickly growing to love her more and more as they talked about anything and everything. Now he was about to have what would probably be the best meal he had ever had. And all thanks to Toby! A slim woman dressed in the luxurious uniform of the staff came up to them and gave them her greetings.

"You must be Mr. Parker and Miss. Ford. Mr. Stark has booked you one of our finest tables! If you'd like to follow me?" she offered, walking toward a nearby flight of steps which led to the upper area of the restaurant. Ben and Katie exchanged a smile and followed her up to a table for two. It looked exactly like the ones they had seen downstairs, though a small dish of caviar and some breadsticks were adorning the table. Ben and Katie took their seats and thanked the woman who had led them there, who promised to return for their orders later. Katie took a menu, and Ben immediately dipped a breadstick in the caviar. As he started to eat, he heard a chuckle from behind the menu.

"What?" he asked.

"You'll spoil your dinner!" Katie observed.

"You sound like my mother!" Ben replied with a chuckle. "Don't you want any?" he asked, pushing the bowl toward her. Katie shook her head.

"Do you know what caviar is?" she asked him.

"No," he replied slowly. Katie giggled and Ben raised an inquisitive eyebrow.

"Fish eggs," she told him. Ben immediately spat out the bite he had just taken into the bowl.

"You're right, I'll wait for dinner," he said. "Sorry," he said hurriedly upon realising he had just spat in front of Katie. Katie, though, was too busy laughing to complain.

"It's OK," she said once she calmed down. "I think it's kinda cute how you're trying to act cultured for me."

"Uh, thanks," Ben said. He didn't know what else to say. He'd never been called cute before, and wasn't entirely sure whether he was comfortable with it. Katie, according to their conversation earlier, had been with a guy before... She thought. Everything before Venom was a little hazy to her. But the way she had kissed him earlier, Ben felt sure he wasn't the first. She was his first, though, and he had no idea how to act. So far he seemed to have managed to fluke it.

"So..." Katie said, and Ben realised he had lapsed into an awkward silence. "Are you going to look at the menu, or what?"

"Oh, yes, of course," he said, taking the other menu and opening it. It was bound with leather, and each page seemed to have been handwritten by someone with far better handwriting than his. There were sections for starters, mains, desserts and drinks. "Toby said we can have a full three course meal," he told Katie.

"Oh boy," she said heavily, "I'm gonna need some bigger dresses." Ben thought entirely too long about the best response, which came after several saturated seconds of silence.

"I'm sure you'd look beautiful even if you _were _fat," he said. Suddenly, death looked a very welcome prospect to Ben. His eyes widened and he moved quickly to cover up his mistake. "Not that you are! And you never will be, probably... Definitely, I mean! I mean, I'll love you whether you're beautiful or not... Which you definitely are! And there's no problem with fatties, even if you did become one, because they're beautiful too and... Not that anyone's more beautiful than you! I... I'll shut up now..." he trailed off. He studied her face for a painfully long time, looking for some sign of offence. He gazed into her hazel eyes, framed by long, brown hair. Oh boy, he'd really blown it! Katie's mouth fell agape and Ben prepared himself for the worst.

She burst into laughter. Ben looked around hopelessly as she laughed, feeling all the eyes on them.

"Are you... Are you okay?" he asked.

"Yes! Yes, it's just... That was hilarious! Seeing you struggle like that!" she breathed between bouts of laughter.

"So you're... Not offended?" Ben asked hopefully.

"Not in the slightest," Katie said, serious once more. "Now that we've made a scene, are you going to look at that menu?"

The rest of the dinner went much smoother. Ben had a steak meal, but Katie settled for pizza. They both had a salad starter, but neither them left enough room for dessert. Having had a glass of wine with their meal, they thanked the staff and were on their way.

"That was lovely, thank you, Ben!" Katie said as they walked home.

"I'm glad you enjoyed it, because I definitely do not have the money to take you there again," Ben replied, eliciting a chuckle.

"I'll have to thank you properly when we get home," Katie said matter-of-factly. Ben simply smiled. This day just kept getting better.

* * *

Night had arrived. As Toby touched down in the park, his suit illuminated the surroundings enough to spot Emily waiting for him. As he stepped out, though, her black suit made her disappear into the night. He looked around, trying to spot her, before feeling soft lips pressed against his. As swiftly as they had appeared, they were gone.

"Well, hello to you, too," he said. "Should I get the suit to give us some light?"

"No, it's more romantic this way," came the breathy response. Emily kissed him again, but this time it lasted longer.

"Emily, we're in public," Toby said when he felt her lips leave his.

"No one can see us. I could be wearing nothing right now and no one would know."

"...Are you?" Toby asked.

"Come over here and find out," Emily said teasingly. Toby stumbled forward in the dark. He tripped over a stone, but Emily caught him. They kissed again.

"As nice as this is," Toby said, "do you plan to do anything other than kissing me?"

"Oh, yes. I've got some big plans for you," Emily said. "Follow my voice." She started talking about her day, moving forward and allowing Toby to follow her voice. They walked onward, Toby tripping a few times. Suddenly, Emily stopped talking. There was a scream, and he heard a body hitting the floor.

"Emily?" he asked. No response. He pressed the button on his watch just in time to see a fist flying toward him. Caught off guard, he fell down and was set upon by an outrageously strong man. The man gripped his shoulders and began to physically crush the armour, prompting JARVIS to display all manner of warning signals.

"Sir, I'd advise that you use your unibeam," he suggested.

"Good idea, thanks JARVIS," Toby said. He rerouted power to the weapon on his chest and blasted the man into the sky. He quickly stood up and aimed his repulsors at the falling figure of his foe. As the body approached, though, it was clear something was wrong. He was limp, and when he landed on the floor a circle led straight through his chest, still steaming. Needless to say, he wasn't breathing.

"No..." Toby said as he looked at his victim. "NO!" His repulsors fired, shooting him up into the air. His vision became blurred and he set a course for the facility, but he quickly found his mind becoming fuzzy with guilt. Before he could reach his destination, he blacked out and plummeted to Earth...

* * *

"Toby?" His mind was fuzzy, but he thought he heard a concerned voice say his name. "Toby?" There it was again! He opened his eyes, and through the haze he saw the concerned face of Ben. "Oh, thank God you're awake!" He exclaimed. "I thought for sure you were going to die!"

"What happened?" Toby moaned, sitting up and rubbing his head. He was in the Avengers Facility's medbay, and looking around he saw all his friends gathered around him.

"Your blood toxicity levels were through the roof!" Ben told him. "JARVIS called to tell us your vital signs were dangerously low, and I rushed over to bring you back here. I thought you were dead when I found you, foaming at the mouth and not breathing."

"I was... Poisoned?" Toby deduced.

"By a very powerful toxin. If JARVIS hadn't called you'd have died in minutes," Emily said. As Toby looked at her face, he began to remember the events of the night before.

"Hang on... Why aren't you in a bed, too? You were there!" He said.

"I don't know what you're talking about," Emily said. "I was there, yes, but then you went berserk and started attacking thin air. Then you just flew off. I didn't know what happened after that."

"I flew off because I... Wait... Thin air?"

"Yes, you just sent off a random blast into the air and flew away screaming," Emily confirmed. Toby felt such a wave of relief at those words! He didn't kill anyone after all! It must have been a hallucination induced by the poison.

"Well, that's a relief!" he said aloud. "I'll explain later," he said upon seeing the confused faces around him. For now, he was just satisfied that no one else had suffered.

* * *

**And there we have it, the first chapter in ages. Sorry it wasn't action packed, but all that will come shortly. In the meantime, having written ahead for once, I need some new young heroes to put in the story. It can be the child of a known superhero, or even a brand new one with no connection to the Marvel Universe. I have a backup team already if no one has any ideas, but I thought I'd give you lot the chance to suggest any characters you want to see. You can PM me or leave a review with either the name of a superhero or an entire character description, if you want your character to be in this story. I'll be posting the next chapter this weekend, so make sure to get your suggestions in by then if you want a mention in the introduction to the new chapter.**

**Until next time, true believers!**


	19. Chapter 19: Rusted Iron

**Son of Iron Man**

**Welcome back, true believers! Grab a torch, because things are about to get dark. We've got a secret meeting, another betrayal and a superhero battle coming up, but before we begin I'd like to thank everyone who has written in to suggest characters. I love seeing your ideas and letting you help shape the story! I've just about reached the part where it's time to introduce them in terms of writing, but there's still time to submit more characters! I'm thinking at the moment I'll write a chapter for each new character exploring their backstory, so if I start with the ones already suggested there should still be plenty of time for you homies (I'm a hip cat) to create your own heroes and send them in. But don't forget to read this chapter first!**

**It's a relatively short chapter today, but it's chock full of drama and action. Enjoy!**

* * *

**Chapter Nineteen: Rusted Iron**

The room was dark. Emily could see barely a thing ahead of her as she navigated without sight. When she felt she was at its head, she knelt down and bowed her head.

"I have failed you, my master," she said sadly. "Toby Stark yet lives."

"Have patience, my servant," replied a voice, cold and detached. "As long as Stark dies, I will be satisfied. What of the poisonous lipstick I gave you?"

"It failed, my master," Emily said.

"What?!" The voice exploded, and for a moment its composure was gone. "But that was enchanted with Asgardian power! How could it...?" the voice trailed off. "No matter. I have faith in your ability to carry out your task."

"It was Toby's friends who saved him," Emily said.

"Then it is obvious what you must do. Sever his ties to the Avengers. Get him on his own, and strike at his heart," the voice told her.

"Yes, my master," Emily said, standing to leave.

"Wait," the voice said, stopping her in her tracks. She stood for a moment, waiting for the next cold words. Soft words. The words... Of an Enigma. In their place came a pair of lips. As Emily kissed Enigma, she started to wonder how it would hurt Toby if he could see her. And in that moment, she had her plan.

* * *

Ben was sat in the Facility's living area. The screen in front of him showed Spider-Boy swinging through the city, and Ben's controller vibrated as he fired off webs. He felt the sofa shifting as someone sat beside him.

"What are you playing?" asked the voice of Emily.

"Someone made a videogame about us!" Ben said excitedly. "It's pretty good, actually. Way too easy, though, I always see the threats coming."

"Could that be anything to do with your spider-sense?" Emily asked.

"Could be, the game's set at the point where Spidey's already mastered it," Ben said thoughtfully.

"Ben... You know you _are _Spider-Boy, right?" Ben paused the game a moment and looked at Emily, comprehension dawning.

"Oh, right. You know, for a moment there I thought I was still just good old Ben Parker." He looked wistfully at the controller. "Things were so simple back then."

"I know what you mean," Emily agreed. "There was a time where I had a different guy every week. Now I'm stuck with just one."

"He's a good one to be stuck with, though, right?" Ben said.

"Oh yeah, don't get me wrong. It's just so... Samey. I wish I could just kiss another guy without it meaning anything, you know?" Emily asked, and as she did so she slid a little closer to Ben.

"No, I can't say I do," Ben said, shifting away. Emily followed. He began to grow uncomfortable.

"You will, once you get bored of Katie," Emily said matter-of-factly. "Where is she, by the way?"

"Out on the town," Ben replied, shifting further away but finding he had reached the edge of the couch.

"Good," Emily purred, and suddenly she was upon him. She pushed Ben onto his back and smothered him, kissing him repeatedly. He tried to push her off, but that only seemed to make things worse. In the end, knowing he wouldn't get this chance again and couldn't resist if he wanted to, he returned her advances. Ben's heart was pounding with the knowledge that they could be caught at any moment, but he liked the danger. Then, the inevitable happened...

"What the hell are you two doing?!" came an explosively angry voice. The pair looked up to see a livid Toby. As he advanced toward them, his armour formed around him. Emily rolled off Ben and suddenly a repulsor was in his face.

"Put on your suit. This may get a little public."

The wall of the building burst outward and a flash of red and blue flew out from the hole, quickly followed by a flash of red and gold with a blue trail. As Ben got to his feet, Toby crashed into him, knocking him back down. Summoning all his strength, he smashed Toby backward, buying enough time to run far enough across the bridge to shoot a web toward a building. He let loose, and the string of web flew straight and true... Landing on Toby's armour.

"Let's go for a ride," Toby said, shooting upwards before flying toward a building. Ben smashed right into it before falling toward the ground, only to be caught by Toby.

"Stop!" He pleaded, "It wasn't me!"

"It looked a hell of a lot like you!" Toby spat, dropping Ben and letting him plummet to the ground. Before he could, though, he shot a web and caught himself, swinging into an arc which ended with him kicking Toby out of the air. The duo plummeted, this time with Ben on top.

"She! Kissed! Me!" Ben shouted, punctuating each word with a punch. The pair plowed into the ground, cracking the concrete but themselves unharmed. The cold metal visor lifted to reveal the betrayed face of his friend.

"Is that true?" Toby asked. Ben simply nodded. Toby stood up, knocking Ben off him as he did so. "This isn't over," he assured him before blasting off. Ben was left, battered and broken, to contemplate the day gone by. He had messed everything up!

* * *

Katie was sat in the shade of an umbrella, drinking her coffee and watching the world pass her by. New York City was one of the busiest cities she had ever seen – not that she had really seen any others – and everyone in it had their own story to tell. As they passed her by, Katie tried to guess what was occurring in this page of their particular stories. One young man was dashing through the crowds, flowers in one hand and a necktie in the other. She guessed he was on his way to a date, possibly his first based on his nervous movements. Another person walked by, the young man's complete opposite. A silver haired old lady hobbled by, pushing a fabric trolley filled with shopping. As she watched, another young gentleman approached the lady and offered her aid, which she gratefully accepted. A smile crept onto Katie's face.

"Almost enough to restore your faith in humanity, isn't it?" came a voice. Katie gasped and faced front, only to find Toby sat across from her. She breathed a heavy sigh of relief upon seeing her face.

"Oh, it's you!"

"The one and only," Toby nodded with a grim smile.

"What's that – that look on your face?" Katie asked, concern creeping into her voice.

"Look, we need to talk," Toby said heavily. "This isn't the best place, though." He stood up, pushing the chair back, as his suit formed around him. Just after his faceplate clanged shut, he added: "Grab your bags and hold on tight." He took Katie by the waist as she grabbed her shopping bags and took off, landing on a nearby roof. He couldn't go too far without his hands to guide his flight. Toby set Katie down gently and retracted the suit to his watch. He looked seriously at her.

"What is it?" Katie asked, a little uncomfortable.

"I wouldn't mention this to you at all, but I need an ally in this. I need to know I'm doing the right thing."

"What are you doing? What wouldn't you mention?" Katie seemed confused.

"I'm going to take down Emily," Toby stated. Katie's eyes widened in shock. "There's something wrong with her, and until we can figure out what it is, we'll have to get her contained before she can do any more damage."

"More damage? Something wrong with... Toby, what's going on?" Katie asked firmly.

"OK, don't freak out. I walked into the living area earlier and Emily and Ben were..." he trailed off, reluctant to say the final word. "Katie, they were kissing." Katie's eyes widened, her lip quivered.

"W-what?" she stuttered. Her knees buckled as her mind raced, desperate to find another meaning to Toby's words.

"Your boyfriend and my girlfriend were kissing," Toby reiterated. "Wait! Where are you-?!" But Katie was gone, her bags left behind. He took off, trying to get an eye in the sky, but she was gone. Not even JARVIS could locate her in the crowd. With a sigh, he touched back down onto the rooftop. For a moment, he contemplated trying to find Ty or Lupin, but this wasn't their fight and he had no business trying to drag them into it.

"Looks like this is something I have to do alone."

* * *

At the heart of the Avengers Facility was a forest which Toby had planted and used some form of science to grow within a year. Lupin didn't really understand the details. He had been living there for some time, now, hunting the rabbits which had taken up occupancy on the island. He had never been troubled by the artificially grown forest... Until today. He had awoken to find himself deeply unsettled. He couldn't quite put his paw on it, but it was there, and it was growing. He soon realised that it was the same uncomfortable feeling he got indoors. But he had never felt it in the forest before. Could he have gotten more sensitive? There was only one way to find out. He padded through the forest toward one of the glass walls of the facility. The feeling grew as he approached, until his head ached. Whimpers grew in his throat until he raised a paw and touched the wall. He let loose an involuntary howl before dashing off back into the forest.

* * *

**Ooh, that sounds ominous. What's up with Lupin? What is Toby's plan? Is it a good thing that I've started asking rhetorical questions again? Was that last one actually rhetorical? There's only one way to find out: join us next week for our very own... Civil War!**


	20. Chapter 20: Civil War

**Son of Iron Man**

**Welcome back! With the cinematic Civil War fast approaching and our own rifts forming, it's time for our own Avenger Vs. Avenger battle. Though a little on the short side, this chapter is big in action. So, without further ado, we begin...**

* * *

**Chapter Twenty: Civil War**

A darkness had fallen over the facility, both physical and emotional. Katie was still nowhere to be found; Lupin had not left the forest since the day before; Ben was sulking in his room and Emily was sharpening a blade by the door. Tensions had never been higher. The only sound was of handheld grindstone against metal. In the silence of night, it was as though the whole world was holding its breath in wait. The silence was suddenly broken by the sound of thrusters followed by a metallic clang and the whir of a rising faceplate.

The moment had come.

"I was wondering when you'd return," Emily said, tossing the grindstone into the water and holding the blade out toward him.

"Sorry to keep you waiting, my love," Toby replied, his faceplate sliding down. "You have my full attention." He shot a repulsor blast at her, which simply dissipated on her suddenly diamond skin. The sound of the blast echoed through the still air, and Spider-Man and Ty arrived at the door. Toby simply raised a hand, ordering them to stay where they were as Emily returned fire with a red blast from her eyes. It hit home, staggering Toby. She rushed forward with the knife, but Toby recovered too quickly for her. She sliced at him with a wide arc, only to have the blade blocked by a raised arm. She tried again, with the same result. When she tried to stab him, he simply caught her blade between his hands. She pushed, driving the blade toward the ARC reactor, but the armour was too powerful. Toby pushed it away, following with several repulsor blasts, but could only stagger her. The two stopped for a moment, staring at each other. Emily tossed the knife to join the grindstone in the depths. They stood apart before, in the same instance, firing an optic blast and a unibeam at each other. The beams collided in mid-air, and it quickly became a contest of wills. Toby rerouted all power to the unibeam, and Emily put all her concentration into the blast from her eyes. The meeting point shifted between them, moving back and forth as they struggled for domination. Then came the decider.

"Sir, power is running low."

It happened in an instant. The unibeam failed and the concentrated optic blast penetrated Toby's chest, not only taking out the reactor but leaving a hole through his chest itself. He dropped to his knees, the hole in his chest steaming, before falling face first on the ground.

Dead.

"NO!" Ben screamed, pelting forward and raising his fist. It collided with the back of Emily's head, but had no effect. She twisted round, lashing out and bringing him to his knees, before turning toward Ty.

"If I see you turn so much as a shade redder, I will kill both of you," she told him. Ty visibly fought the Hulk, desperate not to let him out. "I have killed the best of you, don't think I can't take down the rest of you," Emily warned, glancing at Toby's body.

"Why are you doing this? What do you want?" Ben demanded.

"Dominance. The Avengers are broken. I will take the ashes and sculpt them into something better," Emily explained. "If you join me and swear loyalty to me, you will be spared. If not... You'll join Toby here in Hell."

Ben, still on his knees, raised his head.

"How could you make us better? Would you have us kill our enemies? Tear down the city in search of your twisted sense of justice?" A smile played about Emily's lips.

"Yes."

"No. We're heroes, not killers. I will defend this city, but not your way."

"Ask yourself this, Spider-Man: what good would you be to the city if you were dead?" Emily asked threateningly. Ben bowed his head.

"Fine. I'll join you," he said darkly. "But I draw the line at killing."

"Very well. And you, Tyler?"

"I can see there's no resistance here. I'm in," Ty said. "But I can make no promises about the other guy."

"Good enough," Emily nodded. "But remember, both of you, that I can see inside your heads. At the first sign of betrayal, I will slit your throats. Understand?"

"Yes," the boys replied.

"Yes, _mistress_," Emily asserted. Beneath his mask, Ben's nose wrinkled.

"Yes, mistress."

* * *

Over the coming days, Emily outfitted Ben in a black suit similar in design to his old one, and Ty in black denim clothes. Katie was still nowhere to be seen, and Toby had been thrown into the water. Presently, Ben had been tasked with finding Lupin and chaining him to the ground, a task Emily had given him due to his close connection with the wolf. He was currently stepping slowly through the forest, the chain in his hand weighing heavily on him.

"Lupin!" he called out for the sixth time. He listened, hearing the padded footsteps of his friend. He sighed; he had been hoping the wolf would not come.

"Ben! I'm glad to see you. We need to talk," he said.

"Of course," Ben said quietly. "Sit down there and we'll talk." Lupin did so, raising a curious ear as Ben staked the chain into the ground.

"What are you doing, Ben?" he asked.

"Putting in a tether for prey when Lupos visits. He's not as quick as he used to be," Ben told him. The lie burned at him, and he was thankful for the mask hiding his expression.

"Oh, how kind. So, about what I wanted to talk about..."

"Yes, go ahead."

"Well, I've been feeling... Weird. I have this- hey, what are you doing?" Lupin snapped. While he had been talking, Ben had pounced on him, tying a collar around his neck. "Ben..." he growled. Ben's spider-sense tingled and he jumped back just in time to avoid Lupin's teeth. He shot a web and pulled himself into a nearby branch, observing his friend as he growled and bit thin air. "Ben! How could you do this?!"

"I'm sorry, friend," Ben said quietly. He twisted his webshooters, loading the cartridge which held the permanent fluid, before shooting the stake. "Not even the Hulk could get out of this," he said sadly. "Goodbye." With that, he swung away, leaving a whimpering Lupin to struggle with his bonds.

* * *

Things had never been better for Emily Frost. She had succeeded in killing Toby, taken control of the Avengers and pleased Enigma. As she sat in her quarters, she watched her fish carelessly. It was a tropical tank, complete with living coral which had become active in the daylight. As her attention was focused on the fish, she didn't hear the footsteps of the person entering her room.

"Emily," spoke a bold voice. She looked up to see the unmasked face of Ben Parker.

"Mistress," she growled.

"Emily," he asserted. Emily stood and the pair faced off, hatred in both sets of eyes, though Emily's were obscured by her glasses.

"What do you want, bug?" she asked coldly.

"Anything but this. I've just betrayed one of my best friends at the request of the person who killed the other one," Ben said firmly. "I'm done."

"I'm sorry to hear that," Emily said. As she spoke, she grabbed a tube of lipstick from the dresser and began to apply it. "I had hoped I could subjugate you with my own talent, but you're better than that, aren't you?" she sighed. Ben raised a quizzical eyebrow. "Did you enjoy our kiss the other day?"

"I..." the question caught him off guard. "I, uh..."

"I did. It was so liberating," Emily purred. "With Toby dead and Katie gone, I guess we're both available now, huh?"

"No. No way, I'm not going to be distracted by you. I'm leaving, and I pity you if you think you can control the Hulk without me around," Ben told her. Emily frowned.

"I suppose I could let you live," Emily said. "But just... kiss me one last time. Give me that, and I'll let you leave."

"How can I trust you?"

"You can't. But what other choice do you have?" Ben sighed. He knew she was right.

"Fine," he submitted. Emily was on him immediately, throwing him down on the bed and straddling him. She bent down, framing his head with her hair and ensuring she was the only thing he could see. Ben looked confused, but Emily simply laughed.

"If this is our last kiss, I'm making it a good one," she offered by way of an explanation. With that, she lowered her head and kissed him fiercely. When she ran out of breath, she raised her head to catch her breath. She looked into Ben's eyes and frowned.

"How do you feel?" she asked.

"Sat there you can probably guess how I feel," Ben quipped.

"Hmm, I've underestimated you," Emily pouted. She dived down for round two, this time keeping the kiss going for as long as possible. When she came up for air again, she found Ben staring blankly upward, his eyes a bright blue as opposed to the usual hazel. "Ah, that's better," she commented. "Now how do you feel?"

"I feel only devotion to you, mistress," Ben replied in a monotonous voice. Emily grinned.

"Perfect," she purred as she bent down toward his lips once more.

* * *

**What is this?! Toby dead? Ben under Emily's spell? Lupin in chains? How can things possibly improve from here? Join us next time to find out!**

**In terms of production, I'm currently writing the chapters which introduce new characters. You've got a few weeks before the first chapter which sees them all together, during which you still have time to suggest characters. I'll even take just the name of a superhero you like, since otherwise I'm just going to have to do that myself and make a character around them anyway.**


	21. Chapter 21: The Black Queen

**Son of Iron Man**

**Welcome back, mighty Marvellites! Only this chapter and the next to go before the first new character is introduced. So far we have Nathan Fury, the heroic Hotsh****ot; as well as Eleanor Wilson as Deadpool on the way. I'm just about done writing Nathan's introductory chapter, and let me tell you, we're in for a good old ride with him. Current ideas for extra characters that I've come up with are a young Laura Kinney (X-23/All-New, All-Different Wolverine in Earth-616, the main Marvel comic universe) with an updated story for my own universe, because I haven't taken enough liberties with original Marvel characters or the alternate dimension thing yet; Matt Spector, the Fist of Khonshu, the mysterious Moon Knight; and Caitlin Pryde, daughter of the X-Men's Kitty Pryde and friend to Nathan Fury. I'm telling you this because they don't have any decided story or characteristics yet (even their names can be changed) and I thought I'd let you readers contribute if you wanted. **

**But now, back to your regularly scheduled programming. It's probably one of the shortest chapters I've written, but we've got some bigger ones on the way, so never fear, true believers!**

* * *

**Chapter Twenty-One: The Black Queen**

Morning came, shining a bright light through Emily's window and over her eyes, causing her to wake up. A weight had been taken off her shoulders when Ben came onto her side, and she moved with renewed bounce as she retrieved her costume from the wardrobe and squeezed herself into it with a squeak of leather. She observed her body in a full length mirror, taking pride in her form as she did in the days before the stress of opposition. Ty still had his own will, of course, but she could bring him onside if he resisted just as she had with Ben. She still had to thank Enigma for the lipstick which had helped enforce her will. Although, she thought as she continued to admire herself in the mirror, it probably wasn't all down to the Enigma's Asgardian trickery.

She walked into the living room to find Ben already there making toast.

"For you, my mistress," he said upon seeing her, turning with a plate of buttered toast.

"Why, thank you," Emily said, taking the toast in exchange for a quick peck just to reinforce the effects of the lipstick. She wasn't sure how long it lasted, but she sure as anything wasn't taking any chances. If Ben had been wanting to resist before, knowing she'd forced him to obey her will would make him downright rebellious.

"Woah, what's going on between you two?" came a third voice. Emily whirled about to see Ty on the sofa, orange juice in hand. He pulled the headphones off his head and classical music became quietly audible – a measure he took to keep calm at all times.

"Just a little reward for Ben's loyalty to me," Emily replied flatly.

"I'm loyal," Ty said eagerly, sitting forward. After a moment of silence and a glare, he simply waved a disinterested hand and returned to his music.

"So, what is the plan for today, then, mistress?" Ben asked.

"Avengers business. I've received reports of a ring of thieves in the city. Nothing I can't handle alone," she assured him.

"Are you... Benching me?"

"Is that a problem?"

"Not at all, mistress. I could do with the rest, actually."

"Good. Don't forget to feed your dog," Emily said before taking the toast back to her room.

* * *

George Newton walked briskly with the crowd around him. Using the people as cover, he reached out to grab an apple as he passed a greengrocers. As he bit into it, he saw a fat-looking wallet in the rear pocket of the man ahead of him. Looking around quickly to make sure he wasn't being watched, he reached forward and nimbly swiped it, pocketing it immediately. It felt heavy, though that could just be an overabundance of coins. He hoped not. Tossing the finished apple core under a passing taxi, he broke away from the crowd and into a comparatively quiet alleyway. To a lesser man, it may have looked ominous, but Newton was the type of person who justified people's fears of dark alleys. To his right was a door which he unlocked with the key in his pocket and pushed open to reveal an unlit single-roomed apartment. The only sources of light came through a grimy window and flickering fluorescent edging around the bathroom mirror. He sighed and crossed to the grotty sink, running the cold taps and washing his face. When he looked up, he saw two faces in the mirror – one, predictably, was his; the other that of a beautiful girl.

"Holy sh-!"

"Hello, George Newton," said the woman. Her black leather outfit allowed her to blend in with the shadows, except for the admittedly large amount of her skin that was on show.

"How-how do you-?"

"Know your name?" the girl finished, stepping forward. "You're an important man, George. A member of a prominent ring of thieves, yes?"

"Yes," Newton replied, a little more confident. "Though I wouldn't say I'm that important."

"Oh, you're very important to me, George," the girl said, stroking his chin as she circled him slowly.

"I, uh," Newton stammered, flabbergasted by the scantily clad young woman and her magic touch.

"Oh yes, very important," she nodded, coming to a stop and looking into Newton's eyes through her red lenses. "Because you're going to tell me everything you know about your friends." Newton's eyes widened.

"What if I told you I wouldn't?" he asked.

"Then I wouldn't keep doing this," the girl replied before giving him a brief kiss.

"Uh, you've got Barry operating in Queens," Newton said quickly. He was rewarded with another kiss. "Jeff on the subway station nearest to here." Another.

"And who's the leader?" she asked.

"Uh-uh," Newton said. "Payment in advance." The beautiful blonde shrugged before locking lips with him a second time. This time, there was passion in the kiss, and it lasted several minutes. By the time it was over, the girl was on her back on Newton's bed while the man himself had two red hands where he had tried to open the window on her uniform.

"Hmm, I enjoyed that," she purred. "Now, your boss?"

"Name's Ricardo," he told her. "He'll probably kill me for telling you, but that was so worth it." But Emily wasn't listening by that point. Horror had crept into her expression at the name. "Uh, are you OK?" Newton asked.

"No!" Red blasts shone out from her eyes, ploughing through his head and killing him instantly. "It can't be him!" She let out a scream of hatred before taking several deep breaths. "OK," she told herself. "I'll just kill him."

As she turned to exit the hovel of the ex-thief, the air crackled before her and a man in a black cloak appeared before her. She immediately dropped down on one knee and bowed her head.

"Master!" she gasped.

"Frost," Enigma acknowledged. "I wanted to congratulate you on killing Stark. You didn't know it, but I was there, watching."

"Thank you, master. I could not have done it without your help," Emily said.

"Nevertheless, you have proven yourself a worthy servant. As such, I shall reward you with control of your own private army of shadows," Enigma said. He handed Emily a black gem. "Simply touch the gem and speak your intention for them, and the shadows of the dead will pour from the gates of Helheim."

"I-thank you, my master," Emily said, her voice shaking with gratitude.

"Continue to serve me and you shall be looked after," Enigma told her. "Fail or betray me, and I shall wear your pretty little hide as a reminder never to trust again."

"Yes, my master," Emily said submissively. She dared not look up again until she heard the crackle of his departure, at which point she stood and examined the gem he had given her. As she looked into Newton's mirror, she placed the gem into her navel, where it magically adhered itself. Now... Ricardo. Oh, what should she do with that man? It came to mind that the Dark Avengers were probably part of Enigma's plan, seeing as he had rescued them from the Avengers. As much as she hated the man, Ricardo would have to live...

* * *

Back at the facility, Ben was wandering the halls, pondering new ways to please his mistress. As he walked, however, he heard a voice.

"Ben?" it said. Ben looked around, but saw no one. "Down here!" the voice added. He looked down and saw a grate in the wall. "Ben! Oh, it _is _you! Thank God! I've been crawling around these ducts for hours!" Ben knelt down. He thought he recognised the voice, but... It couldn't be...

"Toby?!" he gasped.

"The one and only."

"Oh, mistress Emily will not like this!" Ben fretted.

"Mistress?" Toby echoed. "Oh, she's done something to you. Here, rip the grate open and I'll see if I can fix it. No, wait, where are you going? Ben! Ben, come back!" But Ben had left, probably to tell Emily about him. What a situation! Slamming his fist on the metal duct, he crawled back into the depths of the facility.

* * *

**Ah, so Toby is alive? But how can this be? We pretty plainly saw him die. Could this be a side effect of the Asgardian sorcery in action on Ben? Most importantly, what could a living Toby do against an army of the dead? I'm sure answers will come soon enough. If I remember correctly, I believe the next chapter sees Toby with a super neat new suit, so he's got that going for him. Not bad for an apparently dead man.**

**Until next time, true believers!**


	22. Chapter 22: The Secret Avengers

**Son of Iron Man**

* * *

**Chapter Twenty-Two: The Secret Avengers**

Lupin was lying sadly in the forest, his head resting on his paw. He had long since given up any hope of escape from the chain. This was how Toby found him upon wandering up to him in the forest.

"Lupin?"

"Toby? Ben told me you were dead!" Lupin said, leaping to his feet, tail wagging uncontrollably.

"For all intents and purposes, I am," Toby nodded.

"Then how did you escape?"

"I didn't," Toby told him. Lupin cocked his head, an ear raising in confusion. "I just avoided the situation altogether. You see, when a genius spots an assassin, he's likely to put his mind to a clever survival plan. For example, one might take an LMD and put his million dollar suit of armour on it. Then one might let that suit get utterly decimated so that his own life isn't wasted. Of course," he huffed, hefting a colossal axe above his shoulder, "that would leave the billionaire genius without his suit of power armour, making his attempts to rescue his talking wolf pal depressingly low tech." He swung the axe down on the chain, breaking a link and freeing the wolf.

"Thanks!" Lupin exclaimed, jumping around excitedly. "But, uh, couldn't this resourceful genius just have unfastened the collar?"

"No way! That would have been a very anticlimactic end to the story," Toby protested. He nevertheless ended up doing so in order for Lupin not to be burdened with dragging the chain around.

"I'm assuming you've busted me out for a reason," Lupin said. As the wolf spoke, Toby thought he detected something strange about his voice, as though he was struggling somewhat with speaking. For the moment, though, he had bigger concerns and put it down to the stressful situation.

"There's something badly wrong with Emily, and she's got Ben and maybe Ty under her spell. We need to capture Emily so she can tell us how to free the others, before we can try to help her. I've got a new armour being manufactured, if I can get to the workshop again, but I can't do it alone," Toby explained.

"Even with me it's still three against two," Lupin pointed out. "And if Emily can enslave Ben, she could surely have more backup in the event of a battle."

"An excellent point, Lupin," Toby nodded thoughtfully. A moment of thoughtful silence fell. "OK, how likely is it that someone's going to find this broken chain?"

"Ben brings food every day, but he's already visited for today. You'll have about 24 hours before he returns."

"Clock's ticking, then," Toby said softly. He then stood tall, determination in his eyes. "OK, you stay here. I'm going to try and put together a plan. When you hear the sounds of battle (and you will), feel free to come and join us." Lupin nodded before curling back up with an involuntary whine.

* * *

Deep within the facility was Toby Stark's laboratory. Since his demise, Emily had often tried to get inside, but he kept it locked at all times. And of course, she didn't know where the air vents crossed above it. There were no grates, of course, for the interior was temperature controlled on a separate grid. But with knowledge of its location and a small laser, it was possible to get in.

Toby had designed every aspect of the facility, and so he knew that exact location. So when part of the vent collapsed down to the ground and the teenager swung down with it, he had to congratulate himself on his foresight. Dusting himself down, he looked around to find that the machinery had finished the work he had set it off on a few days ago.

"Welcome back, Sir," said a voice. Toby jumped, but he soon realised it was only JARVIS.

"It's good to be back," Toby replied. The room was soundproofed and self-repairing; the hole he had made was already filled.

"I am pleased to see your plan worked, sir," JARVIS said. "I couldn't be certain once you enforced radio silence."

"Yeah, well, I'm here. Now for the important part: how's the suit?"

"Untested, but there seem to be no technical faults," JARVIS told him. "I was able to adapt the nanobots which form the lab as you requested, but I have not yet tested their ability to reform into a different shape. They have been programmed with a few default forms, but I have no doubt that you will be wanting to programming some more yourself."

"Damn straight," Toby agreed. "So, where's the suit?" he asked, looking around but seeing nothing.

"The suit is everywhere, sir," JARVIS told him, eliciting a quizzical look. "The nanobots will follow you in an invisible cloud. I just need to program an activation code."

"Like a word which will tell them to form the suit?"

"Precisely."

"Hmm," Toby mumbled, stroking his chin thoughtfully. "Avengers assemble? No, I'll look stupid saying that on solo missions. Nanobots go? That's just plain dumb." He was silent for a moment, thinking up catchphrases in his head. Then, a look of excitement hit him. "I've got it! How about 'suit up!'"

"An excellent phrase, sir. I shall program it now." Silence fell. "There. May I suggest that you try-"

"Suit up!" At his command, the nanobots swarmed, forming the familiar red and gold suit around him. Once it had formed around him, Toby realised the armour felt just like the original. Somehow he expected it to be... Different.

"The nanobots can adjust their density," JARVIS explained as though in answer to his thoughts.

"So if I adjust it to a low density, I can walk through walls?" Toby asked.

"The suit can, yes, but your own density would remain the same. The suit can be controlled remotely using a pair of sunglasses I took the liberty of making, though."

"Great! Where are they?" Toby asked, raising his faceplate and looking around.

"I have yet to establish the connection between them and the nanobots. I can do it remotely, but it will take some time."

"We don't have time," Toby said. "As long as the suit works, I'll be fine. Keep working on those glasses, JARVIS," he said, carving a hole in the vent above with a wrist mounted laser. "I'll be back."

* * *

Elsewhere in the facility, Ben knocked on Emily's door. He waited a few moments, hearing movement inside, before Emily called out, rather breathless:

"Come in!" Ben opened the door and walked in to find Ty sat on her bed, his lips covered in her black lipstick.

"I trust you won't bother me again?" Emily said to the boy.

"No, mistress," Ty replied, scurrying out through the door. Ben closed behind him as he stepped into the room.

"Tyler was attempting to disobey me," Emily explained. Sitting on the bed and brushing her hair, she added: "So, what do you want with me, little spider?"

"It's, uh... It's Toby, mistress," Ben said quietly, as if fearing to speak the name. Emily stopped brushing her hair and leaned forward, interested.

"Oh?" she prompted, "Has his body washed up somewhere?"

"You, uh, you could say that," Ben said.

"Oh, good!" Emily cried out in jubilation, "Where is he? I would like to take one last look at his body before I burn it."

"Well..." Ben began, hesitating as he knew she would be unhappy. "He's in the facility."

"Ooh, you brought him back for me?"

"Not quite," Ben told her, "the Toby I saw looked very much alive." Silence fell for a moment. Emily simply stared at Ben, but he couldn't read her expression. For a while they were still. Ben grew increasingly uncomfortable. Then, Emily spoke in a surprisingly calm voice.

"I killed Toby," she said. "You saw it. Toby Stark is no more."

"Forgive me, my mistress, but how could I have seen him if he was dead?"

"Perhaps it was a side-effect of the mind control. Perhaps it was a rogue LMD. Perhaps it was-?" she trailed off, her eyes widening with understanding. "Get me into Stark's lab right now!" She stood up, fury blazing behind her ruby glasses, and stormed out of the room, leaving Ben to contemplate what to do.

* * *

"Sir, your laboratory has been breached," said JARVIS. The skyscrapers of New York City passed Toby by as he told the AI:

"Show footage." In one corner of his HUD, a small screen popped up showing footage from a security camera in the lab. He joined the action just as the lab door fell to the ground and Emily, Ben and Ty walked in, the latter's eyes still red from his recent transformation.

"JARVIS, where's he hiding?" Toby heard Emily demand.

"Could you be more specific, ma'am?" the AI replied both in Toby's helmet and in the room.

"Toby Stark, you useless pile of circuits!"

"Ah, yes, the same Toby Stark you sent to the bottom of the ocean? I've dispatched some submersibles to search for him, but they've found nothing as yet."

"I order you to tell me where you're hiding Toby Stark!"

"Shall I put you through, sir?" JARVIS asked, his voice coming through only in Toby's helmet. By now he was used to, and even expected, Toby's propensity to show off like his father.

"Not this time, J. We're under deep cover," Toby replied.

"I honestly have no idea what you're talking about," JARVIS said to Emily. Toby couldn't help but laugh as he saw her grow increasingly frustrated.

"Fine! You keep playing your little game," she said. "You two, search the facility. If Toby's still here, we'll find him."

The video closed down and JARVIS said:

"What is your plan, sir?"

"Well," Toby said. "Emily's got Ben and Ty, and I've got Lupin. That's 3v2, and their heavy hitter is stronger than ours. It would probably take two people to take on the Hulk, so we'll call it a 2:1 ratio of power in their favour, not even counting any external support she may be able to call in."

"So you need to balance those odds?" JARVIS suggested.

"Exactly, J. The trouble will be finding any superpowered beings within twenty hours," Toby said thoughtfully. The city streets passed below him, but the nanobots in his suit were in their stealth configuration. The light which hit the suit was being refracted as though it had passed right through, making him appear invisible to the naked eye. It wasn't 100% invisibility, and a shimmer could still be seen by anyone looking close enough, but it was enough to divert the gaze of the people below. If just one person saw him, it would be on the social networking websites within minutes and Emily would know he had survived. By now Ben had probably already told her, but he couldn't take any chances.

"Sir," JARVIS piped up after a moment of silence. "There is a place, here in the city, where superheroes are gathered in one building."

"Where's that, then, J?"

"The X-Mansion, sir."

Toby had to perform an immediate course correction to avoid crashing into a building. How could he not have thought of it before! He knew where the mansion was – or the Jean Grey School For Higher Learning as it was called to the outside world. It was where Emily would probably have started living if she hadn't joined the Avengers. Setting course for the mansion, he began to wonder what help they would give. The original Avengers had often fought with the X-Men, and despite creating a so-called Unity Squad the rift was ever-present. Toby had to hope his diplomacy skills would be enough to convince Professor Xavier to help him. If not, the world could be the cost...

* * *

**Well, that's the setup for the new characters. Join us next week for our introduction to the first Secret Avenger: Nathan Fury! I hope you guys like departures from the main story to deal with a new character's backstory, because we've got another one coming up. Until next time, true believers!**


	23. Chapter 23: Fury

**Son of Iron Man**

**Ah, true believers, I didn't see you there! OK, that was a lie, you've been outside my castle of doom for the last few weeks with pitchforks and torches. It's not my fault this chapter is so late! First off, it's a long chapter, so that excuses weeks one, two and maybe three. Then, exams reared their ugly heads and I had to put this on hold. But now, finally, I've put the finishing touches on this chapter. It is now fit for human consumption! But don't actually try to consume it. That doesn't sound healthy.**

**I might try releasing new chapters every other week, now. It takes a bit of the pressure off. Enjoy this super-chapter in the meantime. I know you've waited long enough!**

* * *

**Chapter Twenty-Three: Fury**

Long before Toby Stark was born, the original Avengers had a strong partnership with S.H.I.E.L.D., a secret agency directed by one Nicholas J. Fury. The agency's wide reach meant they were always on top of criminals, and could help the Avengers locate and put an end to any threat worldwide. For years, the partnership between S.H.I.E.L.D. and the Avengers kept the planet safe, stopping every threat from a plot to take over the criminal underworld to a full scale invasion led by Thor's brother Loki.

But all good things must come to an end.

It started when Hydra, an enemy agency, managed to infiltrate S.H.I.E.L.D., using their information and influence to perpetrate all kinds of crimes, with no one the wiser. By the time Steve Rogers, the Captain America of that time, uncovered the moles, Hydra made up over two-thirds of the agency. Their position revealed, Hydra made their move, crippling S.H.I.E.L.D. and seemingly killing Director Fury. Together with the Avengers, S.H.I.E.L.D. struck back and took down Hydra, but with Fury gone and two-thirds of its agents corrupted, the agency had to shut down.

It took years for the Avengers to restore order in their absence. During that time, Nick Fury, presumed dead, was hiding out in France, where he met the woman who would become his wife, Amie. Even the few people who knew Fury to be alive – including Steve Rogers, Tony Stark and Agent Phil Coulson – never knew why he didn't come out of hiding.

The truth, a rather lacklustre end to his career though it was, was that Amie Fury had given birth to a son: Nathan. Only the Furies themselves knew of the young boy's existence – which made it even more surprising when, at the tender age of four, he was kidnapped by a strange organisation with no name. Nick couldn't be sure if the organisation even knew who the boy was – but he sure as hell knew he was getting his son back. Without S.H.I.E.L.D. to back him up, he set out alone to rescue Nathan. Still an expert agent, he infiltrated the organisation's base and found his son in the middle of a laboratory. But he was... different. His hair was bleached white, his eyes an unnatural pure black. Nick rushed Nathan home, took him to all the doctors he could find, but none of them said there was anything wrong with him.

"What the hell are you talking about?" he snapped eventually. "My son has pupils which take up his entire eyes, and you're telling me that's natural?"

"I'm not saying it's natural, Mr. Fury. And his pupils are the same size as always, the pigments in his eyes have simply-"

"I don't give a damn about his pigments!" he interrupted the unlucky doctor. "Can't you tell me why he's like this?"

"I'm sorry, sir, but for all intents and purposes, your son is in perfect health. Other than the obvious, he's a completely normal four-year old."

But there was nothing normal about Nathan Fury. For the next few weeks, Amie had been complaining that the boy wouldn't go to sleep, and when asked he replied that he wasn't tired. Even Nick noticed that his son was behaving oddly. Since the incident, he thought he had noticed their rough-and-tumble play become a little more rough-and-tumble. Whatever had happened to him at the hands of the organisation, it wasn't something a doctor could fix, or even diagnose. Growing desperate, Nick took Nathan back to New York – a huge risk given that he was supposed to be dead – and searched out Professor Xavier, one of the few people who knew of his continued existence.

Sat in Xavier's office with a locked door and closed windows, Nick looked across the desk at the mutant. Nathan was sat beside him, on the floor, with a toy as a distraction.

"How can I help you, Nicholas?" Xavier asked.

"I think you already know." Xavier furrowed his brow a little in concentration.

"Three months ago, your son was kidnapped by an organisation with no name. Since then, he's shown extraordinary strength, improved mental functions and-" he chuckled – "an astounding resistance to bedtime."

"You can see inside his head. Can you tell me what's going on with him?" Nick pressed.

"That's what I'm trying to do, but he's providing a strange amount of resistance."

"You mean they've made him a telepath?"

"...No, I think not. The mind of a telepath would be impossible to see into, even at this age. He's putting up resistance, but I don't think – ah, there we go!" The look on Xavier's face became one of deep concentration, followed by what Nick read to be shock. "How curious..."

"What?"

"Nicholas, your son has the X-gene," Xavier revealed. "Whatever that organisation did... your son is a mutant."

* * *

For the next six years, Nick trained Nathan back home in France. There, the boy learned discipline, martial arts, firearms and stealth tactics – but those were human things. At the age of ten, Nathan could easily best his father in hand to hand combat. He had become too advanced. Fortunately, Nick recognised this. As he lay on his back for the umpteenth time, he knew it was time to pass his son along to someone with more experience in training superhumans. And so it was that the two returned to the Xavier Institute in New York City, where Nick once more found himself sat across from the man himself.

"What brings you back?" Xavier asked.

"It's Nathan again," Nick replied.

"Bringing you trouble, is he?"

"I'm right here, you know," Nathan interrupted. "You don't have any toys to distract me with, this time."

"You... remember that day?" Charles seemed surprised.

"He remembers everything," Nick answered for his son.

"Incredible. And this bothers you?"

"No. But he's outgrown me as a trainer. I was hoping..."

"That one of my teachers could take over his training? Refine his superhuman abilities, not just his human ones?" Xavier finished.

"Yes."

"I think I know just the man. Though I warn you, his methods can be rather... intense."

"I'm disciplined. I can take anything you throw at me," Nathan asserted.

"You may just regret saying that," Xavier said with a chuckle.

"Intense is good," Nick told him. "I won't settle for any less."

"Well then," Xavier smiled, "you'll be very pleased."

* * *

"Nice shot, bub." The short, hairy man stood up, the bullet hole between his eyes disappearing already.

"Thanks, Logan," Nathan said, the pistol in his right hand still smoking from the shot. Half a year had passed since Nathan had been assigned the Wolverine as a mentor, and in that time he had already shown great promise.

"Listen, kid," Logan began, "there's a lot I can teach you, but you have to prove you're ready for it."

"What do you mean?" Nathan asked. Wolverine sighed, apparently struggling to find the words to speak.

"Just meet me on the Blackbird in half an hour," he said. "Pack your equipment. Make sure you bring a lot of ammo."

"Why, where are we going?"

"No questions. Go."

Several hours later, the Blackbird's door slid open and the subsequent wind whipped through the spiky white hair of Nathan Fury.

"Are you crazy?" he shouted over the wind.

"Savage Land's the only place on Earth that I figure can challenge you right now," Wolverine replied flatly.

"I'm ten years old!"

"And you can shoot a man through the head without remorse."

"Touché." Nathan looked down at the jungle below. "I can't survive that jump."

"Better learn to fly, then."

"Wha-?" but Nathan was interrupted as he suddenly found himself falling through the air. Thinking quick, he scanned the surroundings for a pond or a river – something soft to land on. But there was nothing. He knew he was stronger than the average man, but could his bones survive that impact? Only one way to find out. He spread his arms and legs, maximising his body's surface area and slowing his fall. By the time he reached the ground, Nathan was travelling at a speed that would have killed any ordinary ten-year old.

But Nathan Fury was nothing of the sort. Shortly before he hit the ground, he folded his limbs into a roll and turned in the air, extending his legs as they faced downward. When his feet hit the ground, he bent his knees to reduce the shock. The impact was like nothing he had ever felt before. Pain ripped through his body, and he felt like his legs were broken. Yet, after a few moments of stillness, he realised his body was completely undamaged. Sore and aching, but unbroken. With a grunt, he stood and looked at the jungle ahead of him.

"I'm impressed, kid," came the amplified voice of Logan from the Blackbird above. "I honestly didn't think you'd survive that fall. Welcome to your home for the next two months."

"Two months?"

"Yeah. Survive that long, and maybe I'll consider training you," Logan said. "See ya later, kid." With a roar of the engines, the Blackbird jetted off for civilisation, leaving Nathan alone in the Savage Lands with only his pistols and his wits.

"How hard can this be?"

* * *

"Argh, bastard!" Nathan growled. Blood poured from his chest from three fine lines as he stared into the hate-filled reptilian eyes of the raptor ahead of him. "That was the last mistake you'll ever make, scales." He pounced on the dinosaur, wrestling it to the ground and avoiding sharp teeth and claws. With several punches to the head, he knocked it out. His foe vanquished, he drew the pistol at his right hip and pressed it against the dinosaur's head. With his finger hovering over the trigger, he leant in close, staring. It wasn't the first dinosaur he'd seen since his arrival, but it was the first he had brought down. For a moment, he thought about the possibility of trying to tame it; but the rumble in his stomach put an end to such charitable thoughts. During his time on the island, he had eaten only berries and other fruits. Raptor meat would surely be a welcome change. Closing his eyes, he pulled the trigger.

That night, Nathan sat beside the roaring fire he had lit to keep watch by. Raptor steaks sizzled on the wooden grill tower he had made from branches and vines while he admired the sharp raptor claws he had plucked from his kill. Capable of breaking the skin of a dinosaur, they would make effective weapons in the absence of knives. He wore the skin of the beast as a trophy, but it alone was not very effective at warming him. To survive the cold nights, he would need to kill again – a lone survivor couldn't keep a fire going and rest.

He took a sliver of raptor meat from the fire. It was a peculiar taste, and the meat was chewy at first, but he soon got used to it. He had to, or he would never survive. As Nathan Fury sat by a fire of his own creation, eating meat he had gathered himself, he observed his home for the next two months. His thoughts turned from food to rest, and he realised the best place to sleep would be in a tree. He only hoped he wouldn't fall out.

His ears suddenly caught a sound that they shouldn't be able to hear. Footsteps. The splash of a distant puddle. Claws against exposed roots. Nathan quickly withdrew his pistols and stood up. He stoked the fire, making it burn brighter in the hopes of illuminating his surroundings and potentially scaring off the intruders to his camp.

"Come and get some!" he screamed at the top of his voice. Logan had told him that wild animals were scared off by loud noises, if they were sufficient enough to make him sound a big threat. He sniffed the air, and caught a whiff of the rotten meat that heralded a carnivore. He could now hear the creatures more clearly, and there were definitely many of them. Noises and fire would be useless. Using the telepathic link Beast had managed to establish between his mind and his pistols, he caused the chambers to rotate to the freeze bullets he had brought. After several tense moments, the first dinosaur burst through the trees, followed by three friends. It was a pack of raptors. With superhuman reflexes, he fired off four shots, each one hitting one of the dinosaurs' feet and freezing them in place. The raptors struggled, snarling and biting the air. Nathan figured they were Utahraptors based on their size. He took the claw he had harvested from his first kill and systematically slit the throats of each raptor, using his enhanced strength to hold their heads away from him with one hand. The last raptor kicked with its free leg, but Nathan jumped back and it fell over, unbalanced, breaking it's frozen leg.

"Shame," Nathan said, positioning the claw at its throat. "Guess I'll have to have you put down."

* * *

One month had passed since Nathan was dropped off in the Savage Lands. He was now outfitted entirely in raptor skin, and had upgraded to a T-Rex tooth, which was practically a short sword. He still had the raptor claw as a knife. He was now down to ten regular bullets, five explosive bullets, two freeze bullets and three smoke bullets. Supplies were running low, and he had to be smart. It didn't take him long to learn the best place to sleep without having to shoot something in the night – the middle of a tree, high enough to avoid ground predators and low enough to avoid pterosaurs – and discover his favourite dinosaur meat, which wasn't something he had expected to learn. His attempts to tame raptors had unfortunately been unsuccessful... so far.

But he was surviving.

Flash forward and Nathan now had only three days left before pickup. By this point his survival should have been guaranteed, but he had run out of bullets: the three days ahead of him looked more daunting than the months before. At that moment, Nathan was wandering through the jungle in search of firewood. The trees were far apart and the clouds were threatening rain, so he wanted to replenish his wood pile and get what he could find under shelter. So far he had been undisturbed by the local fauna, but he couldn't be certain things would remain that way.

Nathan, his arms filled with dry wood, started to make his way back to the camp. But as he neared it, he heard the distinctive low growl of an approaching predator. With a monumental clatter, the wood dropped from his arms and he bolted toward a tree. Taking a huge leap, he latched onto the trunk and shimmied up, reaching out to the first branch and pulling himself up. He held his breath, hoping the carnivore would pass. As it grew closer, the leaves began to shake and Nathan could feel the vibrations through the branch he was perched on. Whatever was heading his way, it was big. After a tense few moments, a huge, scaly head passed below him, followed by several metres of scaled dinosaur hide. As the tail flicked past him, Nathan let out a quiet sigh.

The tyrannosaurus paused, its great head raising up as it sniffed the air. Nathan caught his breath. The dinosaur turned to him, the ground shaking as it moved, and looked directly at him. He remained still, hoping the beast would turn away. A single hand moved slowly to the raptor claw at his side. He gripped it tightly, ready to strike if he had to. The moment seemed to last forever as Nathan stared into the eyes of the beast before him. He saw an ancient, primal hunger in those eyes.

After what felt like hours, the monster let loose a powerful roar. Nathan's ears started ringing and he almost fell out of the tree. Only the claw he had sunk into the tree trunk kept him safe. But the movement was enough; the tyrannosaurus knew he was there. He grabbed the claw and leapt out of the tree, landing on the beast's back. As it struggled to throw him off, he steadied his position and moved toward the head. Just as he raised his claw up, the dinosaur bucked it's head and threw him off guard. He managed to catch hold of the side of its head and pull himself up, but he had lost not only the claw that he held, but the Rex tooth which had been hanging at his side.

"Damn!" he hissed. He pushed toward the creature's mouth. Carefully, he grabbed one of the razor sharp teeth and tore it from its mouth, eliciting a pained growl. Blood still dripping from the tooth, Nathan stabbed the creature directly in the eye, blinding it and causing it to redouble its efforts to throw him off. In the chaos, he managed to stab the other eye.

Just as Nathan prepared to send the tooth into its head, he heard another kind of roar – one he hadn't heard for a long time – that of an engine. Nathan leapt off the tyrannosaurs just in time for a storm of bullets to fly into the hide of the creature. With one last, pained roar, it collapsed to the ground.

"Looks like you were doing well, kid," came a gruff voice, amplified by technology.

"I could have finished it myself," Nathan shouted back. In the sky above, the Blackbird came into view, its bomb bay doors open and a familiar, hairy figure looking down at him. A rope ladder descended into the trees and Nathan took to it, climbing into the jet. As he reached the top, Wolverine helped him up.

"Gotta admit, kid," he said, his voice gravelly as always, "I didn't think I'd be seeing you again."

"You're early," Nathan said stoically.

"We've got a problem back at the mansion," Logan explained. "We need all the help we can get."

"Let's get going, then. You got any bullets on this crate?"

"Over there," Logan pointed at a stack of ammo boxes at the back of the jet.

"This is never going to end, is it?" Nathan said as he walked toward the bullets and drew his pistols.

"Heh, welcome to the X-Men."

* * *

**Well, that was a long one! I realise as I write this that the ending of this one is a cliff-hanger, but the next one, I think, will return to the main story. Indeed, we may never find out what this problem at the mansion is in this story. Maybe I'll write a spin-off one-shot at some point, though I already have so many spin-offs lined up it's just inhuman to expect myself to write them all.**

**I have a number of characters coming in the next few chapters, but Nathan here was one I found rather interesting. Suggested by JMac99, his backstory was so interesting I just had to flesh it out. Plus, we get to see what the X-Men are like in this universe: more on that in the near future. Not to worry, Nathan will be a little more grown-up soon. At the moment he reminds me of Damian Wayne, the current Robin, and that's not necessarily a good thing. Wait, did I reveal the slightest interest in a DC property? What a traitor I am! You know what, I might run with this. In fact, I might go full comic Cap on this one.**

**HAIL HYDRA!**

**Didn't see that one coming, did you, true believers?**


	24. Top Secret File: Secret Avengers (Temp)

** Hello again, True Believers! I know you weren't expecting anything yet, but nevertheless the announcement of "chapter 24" in your emails will have excited you. Taste the bitter disappointment, as I bring you not a chapter, but an introduction to the characters in it. It's time you met the Secret Avengers!**

**When the real chapter 24 is ready, I'll take this down and add it to the bottom of it. I just thought you regular readers may like a sneak peek.**

* * *

**Top Secret Avengers File: The Secret Avengers**

**Formed and led by Toby Stark – the Golden Avenger, the Invincible Iron Man – the Secret Avengers are a clandestine team formed when the majority of the New Avengers were turned evil. Hastily thrown together to fight a battle even the futurist Stark family couldn't imagine, these Avengers are made up mostly of the sons and daughters of X-Men... and Deadpool.**

**The following information is taken directly from the database of Toby Stark.**

**Members**

**Iron Man**

**Alias:** Toby Stark

**Power Set:** Suit of bulletproof, flying, highly-weaponised nanobot armour with stealth capability

**Additional Notes:** Leader of the original team, extremely skilful in every way known to man, and a hit with the ladies

**Hotshot**

**Alias:** Nathan Fury

**Power Set:** Superhuman senses, instincts, strength, mental processing. Limited telepathy, can anger enemies and control two specific pistols with his mind. Owns two pistols with specialised bullets: ice, smoke grenades and explosive.

**Notes:** Powers gifted as a result of genetic experimentation. Past experience shows this to be unreliable. Has difficulty trusting fellow teammates. Otherwise shows great promise. Extremely skilled, but still needs to learn to use his abilities to full effect.

**Recruitment Prospects:** Very likely.

**X-23**

**Alias:** Laura Kinney

**Power Set:** Regenerative healing factor, adamantium skeleton, two retractable claws on each fist, one retractable claw on each foot.

**Notes:** Cloned from the Wolverine and trained alongside Hotshot from the age of eleven. Stubborn to a fault, but an excellent and extremely durable fighter. Doesn't play well with others, but what else is new with this line-up? Bloodthirstiness could prove a problem.

**Recruitment Prospects:** Only in an emergency

**Deadpool**

**Alias:** Eleanor Wilson

**Power Set:** Regenerative healing factor, teleport device her father stole from Cable.

**Notes:** Ugh. What is there to say about Deadpool? She's insane, volatile, and murderous – all traits passed down from her father with her abilities. Whatever poor sap helped Wade Wilson bring this creature unto the world is believed to have killed herself – I wonder why? Also seems convinced that we all exist as characters in a "shitty fanfic" and are the products of one boy's strange, lonely mind. Cites "You're all American, yet pronounce colour with a U" as evidence.

**Recruitment Prospects**: HAHAHAHAHAHAHAHA!

**Moon Knight**

**Alias:** Matt Spector

**Power Set:** No powers, but is an excellent martial artist and carries a variety of gadgets.

**Notes:** Why do we keep finding the crazies? Claims that when his father died, an Egyptian God named Khonshu came to him and made him his 'aspect'. Whatever. Guy's a hell of a fighter. Reminds me of this Batman guy I read about in a comic book once.

**Recruitment Prospects:** Likely

* * *

**Well, what do you think? This is all I've done toward the next chapter so far, so if you can get in any suggestions for more characters you'd like to see before the end of tomorrow, I may just be able to write them in.**

**See you next time, true believers!**


	25. Chapter 24: Necessary Expansion

**Son of Iron Man**

**Sorry this is a little late, but I've been rather busy doing stuff of international importance. I had to make a choice between uploading this chapter on time or making sure there's a world to read it – I think I made the right decision in the end. Now, we get to meet the newest New Avengers! Whoopie!**

**Bonus: This chapter includes a short scene written about Lupin by Johnwolf234, expert of all things wolf character and co-creator of the characters of both Lupin and his father, Lupos. He's got a bunch of wolf-centric stories on here if you love Lupin but think this story focuses too much on the humans.**

* * *

**Chapter Twenty-Four: Necessary Expansion**

The Jean Grey School For Higher Learning was located in the Westchester county of New York. Built in the 1700s, it was a large mansion in neo-classic style, converted into a school for young mutants with nowhere to go. Originally called the Xavier Institute For Gifted Youngsters – named after the owner of the mansion and the founder of both the school and the X-Men it housed, Professor Charles Xavier – its current name came into use when Jean Grey, a founding member of the X-Men and one of the most powerful telepaths in the world, died.

Today, it is home to hundreds of mutant students and a number of teachers who serve as X-Men, protecting the world from threats it can't even imagine. As Toby Stark touched down by the fountain in the courtyard in front of the mansion, he couldn't appreciate the history of the building or the people inside it. He was on his own mission to protect the world from his own teammates, a selection of people he had hand-picked to defend the world. He knew they couldn't help it, but at the same time he felt somewhat responsible for the current predicament by even assembling the team in the first place. Much as it pained him to admit, it was time to get the help of more experienced heroes.

As he approached the oak double doors, they unexpectedly swung open and Toby was met by the wheelchair-bound figure of Professor X.

"Ah, Mr. Stark, I was wondering when you would come to see me," he said kindly.

"Oh, uh, hello," Toby said awkwardly.

"Please, come in and tell me all about your problem," Xavier offered. Toby thanked him and followed him to his office, where the Professor locked the door and wheeled himself over to his desk.

"Thank you," Toby said when offered a seat opposite him.

"Now, what is your problem?" Xavier asked. "I have noticed there is something strange about young Emily Frost – telepath – but she's strong enough to keep me out of her head."

"You're absolutely correct, professor. I think she's being mind-controlled, and she's passed it on to the rest of my team. I'm only safe because she thought I was dead – long story, read my mind if you want it –"

"Do you mind?" Xavier interrupted, pressing two fingers to the side of his head.

"Oh – no, go ahead." After a few moments of silence, Xavier spoke again.

"I fear you are correct, Mr Stark. And if a telepath can succumb to this control, I dread to think how powerful your hidden enemy is."

"I really need help," Toby admitted. "It's just me and a talking wolf against a team I put together to be unbeatable. I was really hoping you could-"

"I'm sorry, Toby, but I'm afraid I can't help you."

"Wha-?"

"You may have noticed this place seems remarkably empty. The X-Men are on mission in Europe, and they're not expected to return for weeks yet. And... peering into the minds of your friends... you don't have a day. I truly am sorry," the Professor said with genuine sympathy.

"So... I'm on my own?" Toby sighed in desperation. "Great! Absolutely brilliant!"

"I'm sorry I can't be of any more help."

"Well, thanks anyway," Toby said dejectedly. However, just as he stood to leave, he heard a loud bang like a gunshot before two kids a year or two younger than him burst into the room. One, a boy about 15, was a surprisingly muscular young boy with spiky white hair and a smoking pistol still in his hand. The other, a girl of about the same age, was rather short, with raven hair and an angry look on her face which looked as if it were a permanent feature. Both were dressed in casual clothes.

"You have to help him, professor!" the girl said.

"Laura, you know as well as I do that all the staff are away at the moment. I have no one to spare," Xavier said firmly.

"Send us," the boy said, his back now against the wall with his arms crossed. "We can take a couple of mind controlled goons."

"Nathan, you are talking about the Avengers."

"We can take them," the boy repeated.

"We can," Laura agreed.

"No! I will not have my students run off to fight a battle without sufficient training!"

"We were both trained by the goddamn Wolverine!" Nathan retorted. "I survived for months alone in the Savage Land, and Laura literally cannot be killed no matter how hard these punks try." An awkward silence fell as a standoff occurred between Xavier and his students. Eventually, it was broken when the Professor sighed and turned to Toby.

"What do you think of this?" he asked. Toby took a moment to consider it, then turned to Nathan and Laura.

"Can you handle yourselves in a fight?" he asked.

"Can your friends?" Laura replied.

"I like you," Toby said with a warm smile. "Is it true? Can they fight?" he asked Xavier.

"They're my best students," Charles replied.

"You can come along if you want. I need all the help I can get, and if you're half as good as you think you are I'd be glad to have you by my side. It's going to be tough, though. We might not all make it back," Toby told the students. Neither of them seemed bothered. In fact, they seemed visibly excited. "Go get any equipment you need and meet me in the hall." The pair grinned and ran out of the room, leaving Toby alone with the professor.

"I hope you know what you're doing, Mr. Stark," Xavier said solemnly.

"So do I..."

A little less than half an hour later, Toby was stood in the hall of the mansion with Laura and Nathan, each of whom was dressed in the black and yellow uniform of young X-Men.

"You're sure you want to do this?" Toby asked the two mutants stood before him. Nathan and Laura shared an excited glance before turning to him with serious expressions on their faces.

"Certain," they said in unison.

"OK, then," Toby said. "Thank you, professor," he added with a nod of the head to Xavier.

"You are quite welcome," came the response, though Toby saw that the professor's mouth remained still. He was in his head. Taking the young mutants with him, Toby left the mansion.

* * *

Lupin was bored.

This would not usually be a problem in itself, if not for the fact that he knew he couldn't just go and see what the others were doing – usually either Toby or Ben, since those were the two he was friendliest with, growing up with the latter and having been the only other member of the team to stay out of college with Toby. Because, you know, he was a Wolf, and didn't really have any reason to go to a human school.

"Well… This sucks." He said, having run around in a circle for the fifth time. It was… frustrating, even more than when he'd been collared and chained, as now he knew he could move but didn't dare move too far from the middle of the small forest for fear of being noticed before the team Toby was hopefully assembling got here. The fact he _knew _that something didn't feel right in his head but had no one to tell about it was also annoying.

"Only one thing for it." He sighed, resigned.

And promptly started chasing his tail.

* * *

Toby, Laura and Nathan were walking through the city streets on their way to the Facility when they suddenly heard an almighty crash. Out of nowhere came a colossal, 12-foot robot, falling onto its back with three white, crescent-shaped throwing stars buried in its chassis and throwing out sparks. As it stood itself back up, Toby could see the wires present on its neck disconnecting themselves, leading to the head falling to the floor with a great clang. No sooner had the fight begun than it was already over. From behind the building which had previously obscured the robot leapt a man dressed in white body armour with a matching hood and cape. Beneath the hood was a black mask, and on his chest was a crescent shape which matched the throwing stars in the robot's chassis. Just as Toby opened his mouth to express surprise, a girl appeared beside the head of the robot, as if from nowhere. She was dressed in a red suit with a thick, black line down the centre. Her head was covered by a helmet with red lenses and a breathing apparatus. She removed the helmet and held it under one arm, revealing the smiling face of a young girl with brunette hair, tied back in a ponytail.

"Nice work, Matt," she said to the white-clad man. Only when the man didn't reply did she seem to register Toby and the two X-Men behind him. "No. Way!" she exclaimed, her face lighting up with excitement. "You're Iron Man! Are the other Avengers around?"

"You're pretty much looking at them," Toby said with a sigh.

"OMG, what happened?" the girl asked.

"Long story. We've actually got somewhere to be right now, so if you'll excuse us..." Toby said, trying to walk away without being interrupted. As he did so, he felt a sturdy force on his chest stopping him. It was the armoured man.

"Not so fast," he said forcefully.

"MK, what are you doing?" the girl asked, horrified. "That's Toby Stark!"

"Iron Man is missing. Don't you read the papers? And I don't even recognise the other two," the man said. "You think you're Toby Stark?" he added to Toby. "Prove it."

"Prove it? What are you, five?" Toby chuckled. "Look, I haven't got time for this. Move out of my way before I move you."

"Is that a challenge?"

"It would be wrong to call you a challenge. An inconvenience, maybe. Now, get off me before I show you what real armour looks like," Toby threatened. The man stepped back, only to draw two white clubs.

"You think you can best the Fist of Khonshu in battle?" he growled. "Try it. Prove to me that you are who you say you are. Prove that you are the Iron Man."

"Moon Knight!" the girl squealed. Toby looked to his new friends exasperatedly.

"This won't take a minute," he told them as the suit formed around him from the nanobots in the air. Without another word, he blasted the Moon Knight squarely in the chest with a repulsor blast; but rather than flying into the nearest building, he was barely staggered.

"Carbonadium reinforcement," the man in white said, and Toby could feel the smirk beneath the black mask. He had to move fast to dodge the crescent blade which shot past his head and counter the club which followed. With the Moon Knight's wrist in one hand, he let loose his own attack, an armoured fist to the unprotected face. His foe staggered backward before disappearing in a cloud of smoke. The suit's sensors immediately adjusted to counter the smokescreen, so Toby could see the man firing a grapple gun upward. As the man left the ground, Toby severed the chord with a laser burst, causing him to fall right back down in a heap. Wasting no time, he jetted over to the downed man and lifted him by the cape into the sky, where he could do no harm. As the smoke cleared below, both combatants' parties looked up in awe at the sight: Iron Man hovering above them, the light reflecting off his shining suit of armour, with the struggling Moon Knight dangling by his cape.

"Any more doubts you'd like clearing up?" Toby asked.

"You win this time... Iron Man." Satisfied, Toby gently returned the other man to the ground and lifted his faceplate.

"Now, if all that's sorted, my friends and I have an important battle to fight," Toby said. After a moment's pause, he added: "You're both welcome to tag along, but it won't be easy."

"What are you doing, exactly?" the girl asked.

"I'm glad you asked, uh..."

"Cassie. Cassie Lang."

"Antman's daughter?" Toby realised. "Well, Cassie... we're going to take down the Avengers."

"Take down the Avengers?" came a new voice, the shock in her outburst seeming somehow less genuine than Toby would have expected. The five heroes turned to see a woman dressed in black and red, with two katana swords at her back and two pistols at her side. "I'm in," she added, her voice turning deep.

"Wait, who are you?" Toby asked.

"The name's Pool. Dead Pool," the newcomer replied in a voice that would have fit well in a spy film as she sipped a martini. Toby looked first at Nathan, then at Cassie, but both shrugged.

"Never heard of you."

"What?!" the woman exclaimed, spitting martini through her mask. "Deadpool? Merc with a Mouth? Regeneratin' Degenerate? No? Maybe you've heard of my father, Deadpool? You know, Merc with a Mouth? Regeneratin' Degenerate? He led the goddamn Avengers once! Wade Wilson? I'm Eleanor, his daughter!" The other five had confused, even scared looks on their faces.

"Moon Knight, have you heard of either of these people?" Cassie asked. Matt shook his head.

"Pfffffft!" Deadpool hissed. "F***ing Moon Knight is more well-known than me in this universe? You know what, never mind. Sounds like you guys are in need of some help kicking Avenger ass, and I know just the foot!"

Blank expressions.

"It's mine. The foot is mine," Deadpool said with a sigh. "Jeez, couldn't you guys have been written with some personality?" she mumbled.

"Uh, right," Toby said uncomfortably. He then turned to the four other heroes and resumed his speech. "If any of you want to back out, now is your chance. Otherwise, I know we've all just met, but I look forward to fighting alongside you." With that, he closed his faceplate and took off in the direction of the facility. Moon Knight fired a grapnel line and swung away, while Cassie shrunk down and hopped onto the back of a flying ant. Nathan and Laura started to run after the others, leaving Deadpool staring dumbfounded after them.

"Wait, we all just met right now as we're needed? Talk about convenient!" she commented before running after the others. "Hey guys, wait for me! If I'm not in the next chapter there'll be riots in the review section!"

* * *

**Ah, now that was a fun chapter to write. Now, I'd usually talk about the next chapter here, but I think we all know what's coming. Heroes fighting heroes (and Deadpool)! Yes, folks, it's all been building up to this.**

**In the meantime, don't forget to review. Deadpool made the effort to turn up in this chapter, and she promises to turn up for more if we can at least prove she's more popular than Moon Knight.**

**Until next time, true believers!**


	26. Chapter 25: War

**Son of Iron Man**

**It's been a long time since I've seen you all. It's been a long time, been a long time, been a long lonely, lonely, lonely time!**

**But enough adapted Led Zeppelin lyrics. It has indeed been a long time since I uploaded anything, and boy, do I wish I had an excuse. What I do have, though, is the longest chapter I have ever written! From stealthy infiltration to full on battles, this one has it all! Below is my original intro that is still relevant, so I can't be bothered to remove it. Enjoy the longest chapter in this story's history!**

**It's the big one! Iron Man vs. Emily Frost in a battle for the future of the Avengers. Will the trust of Avengers old and new be stronger than the mind control put on Emily and the others? It's in this chapter that we will find out.**

* * *

**Chapter Twenty-Five: War**

Night had fallen. Inside the facility, Emily and her Avengers were on patrol; there would be no closed eyes tonight. This left Lupin alone in the artificial forest, looking desperately up to the sky for the blue flash heralding Toby's return. No such thing happened. What he did, see, however, was the shimmer descending silently from the sky. What he smelled was the distinctive smell of electricity and gold-titanium alloy. Without a word, Lupin found himself floating up out of his prison, above the trees and into the night air.

It had begun.

In the security room, Emily watched all the myriad monitors. Ben was watching the feeds in the lenses of his costume. Ty was sitting nervously on the couch, knowing he would be called to action that night.

Where none of them were looking was in the walls of the facility, where Cassie Lang was crawling undetected, too small for her heat signature to register on the scanners.

"I'm in," she whispered over the communicator in her helmet.

"Good," came the reply by Toby, who was watching her progress from afar using a tracking device he had placed in her helmet. "Follow the wall round to the left, then start climbing when you see the air duct above."

"That one?" she asked after a while, looking upward at the metal sheet above her.

"Yes," Toby confirmed, watching the visual feed from her helmet. Cassie began to climb up the wall, using minute cracks as handholds. As she neared the top, Toby asked: "Are you sure you can get in there?" Cassie simply smiled. Within moments, a swarm of ants were crawling past her. Toby watched, impressed, as the ants gnawed away at the metal. Soon, there were thousands of them crawling out of the woodwork. In just minutes, there was a hole big enough for Cassie to crawl through. She found herself in the air ducts. Without her suit, the cool air would have frozen her. She pressed on, fighting against the gentle breeze threatening to blow her away.

"Would you stop being so melodramatic and just get on with it?" came the voice of Deadpool over the radio.

"Ignore her, you're doing great," Toby said reassuringly.

"I'd... like to see her... do this... at this size!" Cassie grunted as the fought the breeze.

"So would I. She wouldn't know how to grow again," Toby quipped.

Finally, Cassie reached the vent at the end of the ducts.

"OK, you're approaching the security room. Now, I designed this place to be impenetrable. See those red sensors at the edge of the vent? They detect anything larger than a microbe and it's vaporised in less than a nanosecond," Toby explained.

"I hope you have a plan," Cassie said. She heard his hand rustling through his hair stressfully.

"I have... part of a plan," he replied.

"_Part _of a plan?" Cassie hissed.

"OK, most of a plan! Happy?"

"I'd be happier if you had an entire plan."

"Yeah, well I'm running on a tight schedule!" Toby protested. After a moment's thought, he spoke again, excited: "I've got it! Can't that suit go to a molecular level?"

"It technically can, but there's no guarantee I can grow back to normal, or even shrunken size," Cassie explained. "But you're Toby Stark! Don't you have some... nanobots, or something?"

Toby's stupidity hit him like a train. "Yes," he said. "Hang on." After a few minutes, a tiny Iron Man suit came boosting down the air vent. Just as it was about to hit the sensor field, it seemed to dissolve before reappearing on the other side. The miniature suit flew to a control panel, so small that Emily couldn't see it, and pressed the button which deactivated the sensors.

"OK," came Toby's voice in Cassie's helmet. "Sensors are down. Sorry I can't keep the drone with you, but I'm going to need my concentration elsewhere." The tiny suit dissipated into an unseen nanobot cloud. "Now, get in position. I'll let you know when the rest of us are ready."

"Can't wait," Cassie said as she hopped through the vent.

* * *

Matt Spector placed two fingers on the button in his ear.

"Stark, I'm in position," he whispered.

"Good," replied Toby. "See the skylight?" Matt looked out across the flat, grey roof at the raised skylight.

"I see it."

"Good. Is Lupin with you?" Stark asked.

"Yes," Matt replied with a disdainful look at the wolf sat beside him, scratching with his back paw at the back of his ear. "But I fail to see how this dog will help anything."

"Wolf," Lupin corrected him, sitting straight and fixing him with a glare. "I thought you'd recognise a wolf, Moon Boy."

"Knight," Spector growled.

"Stop arguing," Stark ordered. "Lupin will be more use than you could imagine. It's your job, Moon Knight, to get inside and incapacitate the boy. Don't. Kill. Him."

"Please, my father was the mercenary. I know what I'm doing," Matt scoffed. With that, he and Lupin crept across the roof to the skylight. Spector put a single finger to his lips before removing a small laser from his utility belt. Down on one knee, he took a second tool from his belt. It was a rope with a powerful suction cup on one end. He placed the cup against the glass and, with great strength, pulled back the lever which created a vacuum within. Handing the end of the rope to Lupin, who took it in his mouth and pulled it taught, he then took the laser cutter and cut a clean circle in the glass. As soon as he felt the change in resistance, Lupin began to pull, his paws scrambling on the rooftop. Once the way in was clear, Spector took Lupin under one arm and a grappling hook in the other. Silently, the pair descended into the living room of the facility. Below them was the blond head of Ty Banner, sat on a sofa with headphones on. Thankfully, the lights were off, so neither of the intruders cast a shadow. They touched down behind the sofa, and Spector immediately took a tranquilliser dart from his belt. Before Ty could react, the dart was in his neck and he was asleep.

"Target neutralised," Matt whispered into the communicator. "I used a compound that's ten times stronger than horse tranquilliser. The Hulk will keep him alive, but he won't be getting up anytime soon."

"Excellent. Lupin, I need you to guard Ty in case Matt's wrong," Toby instructed.

"Sure, who better to be the guard dog?" Lupin said sarcastically.

"With Mothi and Magni still in Asgard, you're the only one even remotely approaching his power levels," Toby explained.

"He's a talking dog," Spector said disbelievingly.

"Oh, he's more than that. I just hope you don't have to see it tonight," Toby said grimly.

"OK, so the wolf is on guard duty, but what am I doing?"

"You're already inside, now. I've set up a loop on the footage for the room you're in, but it won't go unnoticed for long. Stay with Lupin for now, and we'll call you in when it's time."

"You're the boss."

* * *

On the mainland was an old waterfront warehouse. Inside, Toby Stark was watching the feeds of Cassie and Matt on a monitor formed by the nanobots. Around him were Nathan, Laura and Eleanor, each of them checking over their equipment and outfits. On Deadpool's wrist was a teleporter her father had stolen from Cable, a mutant from the future who was the son of Cyclops and therefore, Toby realised for the first time, Emily's far older brother. This device was key to Toby's plan.

"Is everyone ready?" he asked as the monitor dissolved and the suit formed around him.

"Ready," replied Hotshot as he placed his pistols in their holsters.

"Ready," X-23 replied, the claws on her fists popping out with a _snikt_.

"Let's f*** some s*** up!" Deadpool cried, drawing her katanas and letting loose a primal yell. "Really, you'd censor me?" she added in an inaudible whisper.

"OK, everyone, gather around Deadpool," Toby instructed. "Hands on the teleport."

"I feel so loved."

"Cassie, now!" Toby commanded. In the security room, Cassie unplugged the monitors, cutting the security feeds.

"What?!" he heard Emily's voice, deep and slow, warped by Cassie's diminutive size.

"OK, guys, we're going in." With a flash, the group disappeared.

* * *

Inside the security room, Emily Frost was furious. She started slamming her hand on the monitors, trying to get them to work.

"Ugh!" she sighed. "Ben!" she called, standing up and storming toward the door. As it slid open, she was greeted by a smiling face, surrounded by people she didn't recognise.

"Hello, love," Toby Stark said with a grin. "Did you miss me?"

"Toby. I thought you were dead," Emily replied.

"You thought wrong. My friends and I are here to take you down." Claws, swords, guns and clubs were drawn and Cassie returned to normal size beside Matt.

"You're not the only one with friends," Emily threatened. "Banner! Parker!" Ben came running in to stand beside Emily, but Ty was nowhere to be seen.

"I was expecting more," Toby said teasingly. "But then, I don't need to be a mind reader to know you did, too."

"Perhaps if you were a mind reader, you'd know this isn't all I have," Emily said, placing a finger on the black gem in her navel. It began to glow. Suddenly, the corridor was flooded with the souls of the damned, black shades with eviscerating claws. "Have fun," she smiled before both she and Ben disappeared in a black cloud.

Hotshot made the first move. He fired a bullet at the nearest shade, and it continued as though it had hit nothing, making several shades dissipate in a puff of smoke before being caught by a claw, which was clearly a physical presence. He looked at Toby, who had already taken the hint.

"Right, one hit and they're dead, but mind those claws," he called out. "Avengers..."

"He's gonna say it!"

"ASSEMBLE!" Rallied, the heroes went to work. Toby and Hotshot were the big hitters, with missiles and explosive bullets fired at the ground taking out multiple shades at the same time. Before long, the heroes stood in an empty corridor.

"That was easy," Nathan commented.

"That was barely the start of the battle. The souls of the damned are numberless, and we haven't freed a single person yet," Toby explained.

"Well, bring 'em on and we'll send 'em straight back to hell," Laura said.

"That's the spirit," Toby said.

"Ha! Good one!" Deadpool laughed.

"What – oh, right. Spirit," Toby sighed. "OK, we've got to get into the security room and try to find Emily and Ben." The group rushed into the room and Cassie plugged the monitors back in.

"Welcome," came a pre-programmed voice. "Please identify."

"Toby Stark," Toby said clearly. A retinal scan activated upon his reply, and he placed a thumb into a scanner on the control panel.

"Access..." the voice said. "Denied. Identification not recognised."

"What? I invented you!" Toby burst out in annoyance. "Ah... Emily must have locked me out. We'll need one of the others if we want to get in."

"Not so fast," Laura interrupted, sniffing the air. "I got a scent. Leather. Perfume. Spandex."

"Emily and Ben," Toby realised. "Can you track them?"

"Of course," Laura smirked. She took off down the corridor, followed by the others. As they rounded a corner, however, a red light flashed and an alarm sounded.

"Intruders detected!" the computerised voice announced as a turret descended from the ceiling.

"I thought you deactivated the alarms!" Toby and Cassie said in unison. "I thought you did!"

An ice bullet froze the turret before it could fire.

"Shut it, both of you!" Hotshot declared, his pistol still smoking. "The alarms don't matter any more, but these turrets will get annoying."

"I've got this," Toby said. "J, can you shut down defences?"

"Not from here, sir. The system is too well defended," JARVIS replied.

"Damn, I've literally outdone myself on this base. Is there anything we can do?"

"Perhaps, sir... if I could be uploaded into the system, I may be able to take over. But... there are risks."

"Risks? What kind of risks?"

"Should I fail to take over, my programming may be destroyed by the base computer."

"Is that likely?"

"Well, sir, the system is already able to keep me out. However, I am reasonably sure that I could overpower the system were I inside it," JARVIS explained. Toby looked dismayed.

"We're going to have to try it, aren't we?" he asked.

"Should I succeed, we would have control of the base. I believe the benefits outweigh the risks," the AI responded.

"Well, you're the computer. Do it," Toby said.

"Very well, sir." With that, JARVIS was gone from the armour, which dissipated without him to control it.

"Uh, what was that?" Cassie asked.

"JARVIS is trying to hack the system. He should be done any moment now," Toby answered. Several long moments passed without a sign of his return. Toby grew increasingly more concerned.

"Should he be back by now?" Matt asked. Toby let out a long, resigned sigh.

"Yes."

* * *

"Why did we split off from the group again?" Nathan asked as he and Toby ran down a corridor, pausing to freeze the occasional turret.

"Without JARVIS, I can't control the suit, which means I can't fight. These glasses? Useless without him. I've been working on a backup AI, in case JARVIS ever went out of commission. We need to upload it into the glasses, and I need you for backup against the defences," Toby explained.

"OK, great," Nathan said. "How far are we from this backup?"

"Not far. Turn left here." They rounded the corner and Nathan shot out two turrets. "Here." They dived through an open door just as it started to close against them. They hit the ground just as it snapped shut.

"We're trapped. I hope you got the right room," Nathan said.

"Oh, don't worry about that," Toby grinned. They looked up to see a second laboratory, one which no one but Toby even knew about. "This is the lab I use for secret experiments. Do me a favour and just stand at the door while I find the disk." Toby walked toward a central computer and accessed the catalogue.

"Systems in here run independently from the rest of the facility," he called to Nathan as he worked. He soon found the AI's files. Creating a wired link between the computer and his glasses, he initiated the transfer.

"Is this going to take long?" Nathan called.

"Shouldn't be long – ah, it's done!"

"GoOd eVenIng, mAAm, maY I tAke yoUr cOat?" asked a broken voice, changing in pitch with every syllable. Nathan looked shocked and horrified.

"This thing is supposed to operate an advanced battle suit and not kill us all?"

"ExCuSe yOu, meaTbAg. I aM CaLliDos, noT tHinG."

"His programming is complete, I just haven't finished coding the personality matrix. He can do anything JARVIS can do," Toby offered sheepishly.

"YoU waNt I sHouLd desTrOy tHe rUde mEatbAg?" Callidos asked.

"No, Callidos, he's a friend. Here, let me update your codex," Toby said. He linked the glasses with the computer again and quickly typed up friend and foe designations for him, but before he unplugged, Nathan made a request.

"Can you fix that pitch issue? It's really annoying."

"I can try." He typed away on the keyboard for a few moments before asking: "How's that, Cal?"

"Much better, master meatbag," Callidos replied.

"Good," Toby said. He then turned to Nathan, adding: "Best I can do for now. His personality matrix is still pretty unfinished."

"I am pleased to meet you, Hotshit," Callidos said without emotion. Despite the situation, Toby and Nathan burst into laughter.

"Ha, sorry! Typo in the codex, I guess!" Toby chuckled.

"Doesn't matter, let's go find the others... how are we going to do that, by the way?"

"I put trackers on everyone at the start of the mission. With the armour back online, I'll be able to find the others no problem," Toby explained. "Cal, I need armour."

"Yes, meatbag." On his command, the nanobots swarmed around him, forming his suit.

"Now we're talking!" Toby said with a grin. Without another word, he blasted the door down and took flight, carrying Nathan with him.

* * *

Lupin sighed. He'd been sat in the same room for what felt like hours, watching over the unconscious Ty, who was now more unconscious than ever. He scratched at that insatiable itch behind his ear and looked down at Ty. Why did Toby leave him on guard duty? After these rough last few weeks, he desperately wanted to cut loose and smash some heads together. He sighed again.

Unbeknownst to the wolf, a dark figure dropped down through the hole in the skylight and landed behind him. Only at the last minute did he catch the scent of the intruder, at which point he turned round to see a pair of glowing green eyes which were soon eclipsed by a fist, which struck him hard. With a yelp, he flew across the room and landed in a heap on the floor; and in his last waking moments he saw the green-eyed figure shouldering Ty and walking toward the door.

"You are still needed, my brother..."

* * *

"They're just through that door," Laura announced, sniffing the air. She turned to the others and placed her hands on her hips expectantly. "What do we do?"

"As much as I'd love to get in there and kick some ass, I think we should wait for Toby and Nathan," Matt proposed. His suggestion was met with murmurs of agreement, mixed with a sigh from Deadpool. They didn't have long to wait before Toby flew in, dropping Nathan off before landing himself. Callidos overrode the external speakers.

"I am glad to finally meet you meatbags! I am Callidos, your future overlord!"

"Ignore him, he's unfinished," Toby said in response to the confused looks on his friends' faces.

"Master meatbag, I do not have a designation for the black and red one in the mask. Shall I destroy it?" Callidos asked. Toby donned a thoughtful look.

"...Unfortunately not. That's Deadpool, she's... kind of a friend on this one."

"Did you hear that?" Deadpool whispered to Cassie, "Iron Man said I'm kind of his friend!"

"Understood, meatbag. Terminating decimation protocols."

"And can you stop calling us meatbags?" Toby asked, annoyed.

"Yes, ma'am." Toby sighed, but didn't bother to correct the unfinished prototype.

"I guess there's reason we've all stopped here?" he asked.

"They're just through that door," Laura replied.

"Great. Matt, have you scanned the room with infrared?"

"I tried, but they've blocked it."

"Right. Well, that's the training room. It's based on the danger room the X-Men use, which means we could be facing anything in there. And the LMDs I've programmed not only mimic real powers and weapons, but can be told to kill. They've chosen a good place for a last stand," Toby explained. "We've got to be ready for anything in there. Once you're in, trust no one: it could be an LMD disguised as one of us. We split up once we're in. Our target is Emily. If you see any of us, speak the word 'watermelon' so we know you're real. The LMDs are pre-programmed with forms, and they won't learn any new language in combat. Everyone got it?"

"Got it," replied everyone but Deadpool, who declared: "Watermelon."

"Good. We move now."

The training room was dark when the team entered, pitch black except for one circle of light far away, within which Emily, Ben, Ty and the green-eyed newcomer stood.

"You took your time," Emily commented.

"We had some delays," Toby replied.

"So I hear. But you're here now, so why don't we finish this?" At that, the circle of light rose up on a pillar until it was out of sight. The lights came on to reveal several more pillars breaking up their lines of sight, but no sign of any enemies.

"Alright, everyone, split up," Toby commanded. He took to the sky while the others ran off in separate directions. As soon as he was alone, two more armoured figures appeared in the air with him: LMDs in the form of the Black Knight. "This should be fun," he muttered as he dodged a red repulsor blast.

Down below, Moon Knight prowled among the pillars, seeing nothing in their shade. Infrared revealed nothing, but then the cold machines probably wouldn't show up, and he knew shades wouldn't. He drew his grapnel gun and ascended to the top of a pillar, where he perched and observed the battlefield. But again he saw nothing. He descended to the ground and looked around, scratching his head. Then, suddenly, he felt his mask being lifted from behind and a soft pair of lips on his own.

Not far away, Laura grunted as she withdrew her claws from the head of an LMD which had previously taken the form of Wolverine. She turned to face the other three Logans with a grim look of determination on her face.

"We don't want you," they spoke in unison. "We never asked to be cloned."

"I never asked to be cloned from you," Laura growled, leaping into a spinning attack with her claws and taking out one Logan. The claws of another cut her arm, but it healed almost instantly. She retaliated, taking out the Wolverine which had attacked her. Now there was only one left. It felt more personal. She went to attack, but her claws were blocked by the LMD's synthesised adamantium. Each combatant made and blocked several more attacks before the LMD knocked Laura off balance and grabbed her, restraining her by the arms. As she struggled, she caught the scent off the same perfume she had been tracking to find Emily. Sure enough, the blonde emerged from the shadows, applying fresh lipstick, and stopped right in front of Laura, taking her chin in one hand and holding her head still.

"I'm glad it's dark here," Emily observed. "People might start to talk if they could see us." In one swift movement, she kissed Laura, holding it just long enough to administer the dose of mind-control before retreating. But Laura's eyes remained the same green they had always been.

"What? Why aren't you – ah, your healing! It must be counteracting the magic," Emily realised. A smile curled her lips. "Then I'll have to try and overwhelm your ability."

"It won't work. Please, skip trying and save us both the embarrassment." But Laura's protests were silenced by another kiss.

Cassie watched in horror, small and unseen, as Emily kissed the helpless Laura. She wanted to interfere, but she could see all the LMDs and shades waiting for the business to be concluded. All she'd achieve would be to get captured herself. And so all she could do was watch. After several excruciating minutes, Emily stepped back and Laura dropped to her knees, defeated.

"I obey, mistress," she spoke. Cassie stepped back, horrified, but backed right into the foot of an LMD, which promptly picked her up and held her out for Emily to inspect.

"What do we have here?" Emily purred, bending over to get a closer look. "Ant-Girl? Oh, that will never do." She took out her lipstick and applied a fresh layer. "Come on, grow up. Let's get this over with."

"Never!" Cassie squeaked.

"I'm sorry, what was that?" Emily teased. "Oh, someone, get her to normal size!" At that, an LMD in the form of the Wasp, Cassie's mother, flew up to her and, wordlessly, pressed the button on her wrist which controlled her size. Cassie grew to normal size; the LMD now holding her by the wrists. She hung her head in defeat before Emily raised it up by the chin. Cassie saw her own eyes reflected in the ruby quartz glasses Emily wore as she went in for a kiss. When Emily's lips left her own, black, soulless eyes stared back.

Up above, Toby blasted the last LMD out of the air and jetted down to try and spot his allies, but they were nowhere to be seen. Suddenly, he heard a roar, and a large red blur charged out from the shadows. He only just reacted in time to dodge it.

"Oh, no," he breathed as he looked down to see none other than the Red Hulk.

"Smash!" Ty bellowed as he leapt into the air, narrowly missing Toby.

"Now, now, brother, remember: mere anger won't defeat this one." Toby looked around to try and determine the source of the voice. Immediately he saw the glowing green eyes in the darkness. They stepped forward, revealing the rest of a body that, with a sharp intake of breath, Toby realised he recognised.

"Adrian...?" he gasped, quickly followed by a harsh realisation. "There're two of them!" He started firing on the brothers, but he knew he couldn't beat them. "Cal, have we got a hulkbuster form I forgot I programmed?"

"I'm afraid not, ma'am," Callidos said.

"OK, any tactical recommendations?"

"Suggest we lure them to a secluded spot, deploy laser monkeys, and then melt them with acid," Callidos suggested.

"A superlative suggestion, Cal, with just two minor drawbacks. We have no laser monkeys to deploy, and we have no acid to melt our _friends _with," Toby sighed.

At that moment, a hole opened up in the ceiling, casting a beam of light into the room, and a hulking figure jumped down with an angry snarl. It was Lupin! The wolf pounded Ty, leaving Adrian to Toby. Counting his blessings for the lucky break, he swooped down on Adrian, who – other than the glowing eyes and brutal strength – appeared normal. As he hit Adrian with a double uppercut, he realised something: his eyes were glowing green, not black. Adrian wasn't being controlled! Which meant he could be reasoned with.

"Adrian, that's you in there, isn't it?" he asked.

"So what if it is?" Adrian growled as he stood back up in time to catch a repulsor to the face.

"We don't have to fight! You can help us fight the real bad guys!"

"Way I see it, you are the enemy. Why else would you knock out my brother like that? Why else would you betray your whole team for these other 'heroes'?"

"Is that what Emily told you? That I betrayed the team?"

"Yes, and the others agreed, even Ben. Why would you do that to your best friend?" Adrian demanded, catching Toby with a strike and sending him flying. He leapt after his foe, holding him to the ground and striking his faceplate multiple times in fury. "WHY?!"

Toby caught the next punch with his hand and dissolved his faceplate, spluttering: "Why indeed?" He fired a blast through the gauntlet which held Adrian's fist, blasting his assailant back. But Adrian just became more angry, and was back on him in moments. Toby managed to catch both fists, at which point he held them still.

"Bored now," he said, and his armour crept off his body and encased Adrian's. "Cal, remote override. Give control of the suit to me and me alone."

"Yes, ma'am." Toby's glasses began to show what the armour saw through its eye slits. He had control. Under his influence, the armour flew up through the hole in the ceiling, and didn't stop. It flew up, and up, before dissolving into the swarm. Adrian came crashing down, the force of his fall enough to knock him out, but the Hulk inside him keeping him from any lasting damage. As Toby's suit reformed around him, he looked around for Lupin and Ty, but they had disappeared into the darkness. He scanned for heat signatures, but as before, they were masked so he couldn't see anything. He landed, dissolving his faceplate so he could try to spot figures in the darkness. But again there was nothing.

Then, suddenly, the whole place lit up. As Toby's eyes adjusted to the sudden brightness, he registered that the pillars were all gone, and the ground was flat. At the end of the room stood Emily, as well as all of his friends, brainwashed. Only Lupin and Deadpool seemed unaffected, though Lupin was at the end of a chain held by Ty and Deadpool was being restrained by three shades. Emily began a slow clap, which spread to all of his friends who had their hands free, as she walked toward him. Then, at her command, all fell silent.

"Toby, my love, your attempts to defeat me are just painful to watch. First you try to betray your team..."

"That never happened! You're the traitor!" Toby protested. Emily put a single finger to her lips and he found himself silenced.

"Now, now, Toby, it's rude to interrupt people. As I was saying, first you betray your team, then you find a new one just to try and take them down! Truly shameful..." Emily admonished Toby. He suddenly found himself able to speak again.

"That's a lie. You're controlling them! You're controlling all of them! Adrian, listen to me, just look into someone's eyes!" Toby shouted. Emily silenced her again, but too late. Adrian did look into Ty's eyes, and he didn't like what he saw.

"It's true," he realised. "You're the traitor." He turned to Emily and charged forward tackling her to the ground and relinquishing her hold on Toby, who took the opportunity to blast Lupin's chain out of Ty's hand and fire precision rockets at the shades holding Deadpool. Both newly liberated heroes hurried over to join him, dodging attempts to recapture them. But the brainwashed team was too focused on Adrian, who was displaying new levels of rage as he pummelled Emily, resisting her mind tricks and batting away anyone who tried to help her. Even her diamond form didn't offer much resistance, and as her skin began to crack her optic blasts simply bounced off of him.

"You did this!" he raged. "You controlled my brother and my friends! It was all you!" he finished his beating with a primal scream, leaving her broken body in an Emily-shaped crater and stepping back, his skin glowing green. As he cooled off, he looked around, panting like a dog. Then the glow grew more intense until it was hard to look at him.

"Help," he said in a small voice, before the green glow filled the room. As everyone's eyes cleared, they saw that Adrian Banner was gone. In his place, red eyed and muscle-bound, was a still-glowing Black Hulk. Everyone was still, waiting to see whose side he was on. For several agonising moments, he looked slowly around the room, then down at himself. With no other sound than a short, he leapt upward, smashing a hole in the ceiling of the training room and disappearing. While everyone else watched, perplexed, Emily spluttered from the ground:

"Kill the traitors."

Everyone turned on Toby, Lupin and Deadpool.

"Watermelon?" Deadpool offered. The onslaught began. Toby took to the sky, followed by Ben and being shot at by Hotshot. Lupin took on Laura, Cassie and Matt all at once, leaving Deadpool to try and fight Ty. The battle was hard fought. Deadpool almost immediately got smashed by Ty, who moved on to fighting Lupin, who in turn had already knocked Cassie and Matt out of the fight. Seeing Ty coming, Toby hit Laura's eyes with laser beams, blinding her and temporarily removing her from the fight. This freed up Lupin for continued battle with Ty. Toby, meanwhile, incapacitated Hotshot with a stunning sonic attack tried to do the same to Ben, who kept dodging the attacks and retaliated with webs. Toby knew Ben was beyond reasoning, but he still couldn't bring himself to harm his best friend.

He looked below and saw that Laura had already recovered, and Matt was already awake. The last three heroes were fighting a battle they couldn't win. It would take an act of God to beat the odds this time.

But he could settle for the acts of two.

At that moment, two silhouettes descended through the hole in the ceiling, swords glinting in the evening sunlight as they swung rapidly round. As the two descended, one shouted in an ancient accent:

"Friend Stark! Despair not, for we have found you at last."

"Heimdall informed us of your plight. We come with a solution," boomed the other.

"'Tis the gem in the navel of fair Lady Frost which causes your friends to act in such a way."

"Were it to be destroyed, the spell may yet be broken, and your friends freed."

"We are Mothi and Magni, of Asgard, and we give back to Midgard its protectors!"

At that, a bolt of lightning struck the swords of the Asgardians and the brothers, in unison, pointed their weapons at Emily, channelling the strike towards her. It hit the gem with pinpoint precision, the enchanted lightning bolt destroying the gem instantly. The brain washed heroes suddenly dropped to the ground, then as they woke up, looked confusedly around.

"What... happened?" Ben asked, sitting up and rubbing his head. Besides Emily, he had been the first to fall, and the most affected.

"A lot. I'll have to explain later," Toby said. While everyone woke up in a similarly confused state, Toby made his way over to Emily, who was lying bruised and battered, beaten by a semi-hulk and enchanted lightning, on the ground. He brushed the mess of hair out of her eyes, and tried to peer through the lenses to determine whether or not she was conscious.

"Toby... is that you?" she coughed.

"It's me, Emily. But is that you?"

"What... I..."

"What do you remember?" Toby asked.

"I... was out on patrol. Found a gang, but..." her eyes widened. "It was Enigma! Enigma wanted me to kill... oh God, what have I done?"

"Nothing, nothing!" Toby hastened to tell her. "Everyone's fine. You tried, and you almost succeeded, but everyone is alive."

"Why did it end? Who stopped me?"

"In the end, it was Mothi and Magni, but..." he turned to the brothers. "I'm not really sure how."

Magni began to explain, "A while ago, we were sent back to Midgard to seek an old enemy of Asgard who had escaped to this realm. When we had no sight of the enemy nor of yourselves, we returned to Asgard to ask Heimdall, all seeing guardian of the bifrost, to locate both. He informed us of the situation here and we rushed over as soon as we could."

"But most perplexing of all was the source of the enchantment on young Lady Frost. When Heimdall tried to search for our original quarry, he could not find the being, but could detect traces of its magic. He saw the Lady Frost while searching for our quarry," Mothi added.

"Then the enchantment is Asgardian in origin?" Toby surmised. "That explains why you knew what to do."

"Yeah," piped up Deadpool, "they knew what do to because they're ass guardians, not plot devices."

"Then we have a common enemy again?" Toby continued, ignoring Deadpool.

"It would seem so, Friend Stark," Magni agreed.

"Did Heimdall have any idea how to track Enigma down?" Toby asked.

"Unfortunately not," Mothi replied. "Yet... it seems we don't need to track him down. He's already found us!"

The team turned toward where Mothi pointed to see a puff of black smoke disappearing as the Enigma stood before them.

"Toby Stark. Mothi and Magni Thorson. I must congratulate you, I thought this plan would work smoothly. It's a shame beautiful young Emily here was so useless at her job," he spoke in a menacing whisper.

"Ha! You are a fool, 'Enigma', to come here to us," Mothi declared.

"Please, Mothi, you know my name. Why not use it?"

"Very well, Hel," Mothi said. At the mention of his true name, Enigma morphed into the figure of a young woman with brown hair and green eyes. Like her father before her, Hel wore two golden horns on her head, but her dress was different. Similarly dressed in green, she wore battle armour which nonetheless accentuated her body, providing a hint to her other parentage.

"Friends, meet Hel – daughter of Loki and the Enchantress, two of Asgard's greatest troublemakers."

"Troublemakers is indeed the word," Hel nodded. "My parents were tricksters, a pair of jokes themselves creating annoyances but nothing more. I will be different. I will conquer this realm, and I will not be stopped by anyone, not even the sons of Thor." She spoke the last phrase like it left a bad taste in her mouth.

"Hel, you don't have to-" Magni began, but Hel interrupted him.

"Spare me this tripe. I've tried to conquer Midgard in subtle ways, but I suppose I've got to do it the hard way, now." As she spoke, green and black magic encircled her and an army of shadows arose around her.

Even with the whole team back together, the Avengers were outmatched. Still sluggish from their recent spell of mind control, Toby knew they would soon be overpowered. Luckily, it seemed Mothi and Magni had also considered this.

"Heimdall, now!" they cried out in unison. The room was suddenly filled with rainbow coloured light, which dissipated to reveal an army of armoured Asgardians. At their head, bowing and armed with his famous hammer, was none other than the all-father himself: Thor, rightful king of Asgard.

"Warriors of Asgard!" he bellowed. "Attack!"

* * *

**Yup, that seems a good time to end this bumper chapter. It's been looooong in the making, but hopefully the wait has been worth it. Join us next time for a battle between Asgardians and a resolution to the current arc. But just when is next time? I know by now that I'm better off not promising a release date for a story that has existed since 2014 and is just now getting its 25****th**** chapter, but I am feeling the inspiration right now, so who knows? Whenever next time is, I look forward to it. In the meantime, I get email notifications whenever I get a PM or a review, and I check my emails every day whether I'm writing or not, so if you want to talk about the story or just ask me where chapter 26 is a year after I promise it, that's the best way to do it by far. **

**Until next time, true believers!**


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